0001104659-21-120781 | F-1 | XBRL Viewer

Financial years

2022-2025

2026-2030

Expected benefit payments (in € thousand)

Total expected benefit payments (in € thousand)

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Document and Entity Information	6 Months Ended
Document and Entity Information	Jun. 30, 2021
Document and Entity Information
Document Type	F-1
Entity Registrant Name	Lilium N.V.
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Central Index Key	0001855756
Amendment Flag	false
Transition Report	true

Consolidated Statements of Operations and Other Comprehensive Income (Loss) - EUR (€) € / shares in Thousands, € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Consolidated Statements of Operations and Other Comprehensive Income (Loss)
Revenue	€ 97
Cost of sales	10
Gross profit	87
Research and development expenses	(90,345)	€ (38,136)
General and administrative expenses	(35,406)	(15,437)
Selling Expenses	(15,272)	(4,645)
Other income	2,346	76
Other expenses	(130)	(58)
Operating loss	138,720	58,200
Finance income	80	518
Finance expenses	49,741	5,736
Financial result	(49,661)	(5,218)
Loss before income tax	(188,381)	(63,418)
Income tax expense	46	61
Net loss for the period	(188,427)	(63,479)
Other comprehensive income (loss)
Other comprehensive income that may be reclassified to profit or loss	36	3
Exchange differences on translation of foreign business units	36	3
Items that will not be subsequently reclassified to profit or loss	(44)	(114)
Remeasurement of defined pension benefit obligation	(44)	(114)
Other comprehensive income (loss)	(8)	(111)
Total consolidated comprehensive loss for the reporting period	€ (188,435)	€ (63,590)
Loss per share basic	€ (2,771)	€ (1,072)
Loss per share diluted	€ (2,771)	€ (1,072)

Consolidated Statement of Financial Position - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
ASSETS
Intangible assets	€ 1,372	€ 842	€ 585
Property, plant and equipment	22,715	14,700	9,908
Financial assets	2,112	918	200
Non-financial assets	153	96	68
Non-current assets	26,352	16,556	10,761
Other financial assets	50,676	4	20
Non-financial assets	5,774	1,722	1,820
Cash and cash equivalents	102,144	59,571	47,139
Current assets	158,594	61,297	48,979
Total Assets	184,946	77,853	59,740
EQUITY AND LIABILITIES
Subscribed capital	69	54	54
Share premium	253,815	89,660	89,660
Other capital reserves	110,055	3,981
Treasury Shares	0
Accumulated loss	(306,098)	(117,672)	(54,192)
Accumulated other comprehensive income (loss)	(119)	(111)
Equity	57,722	(24,088)	35,522
Other non-current financial liabilities	27	0
Lease liabilities	9,505	7,629	6,331
Share-based payment liability	6,948	21,083	13,203
Provisions	411	289	85
Non-current liabilities	9,943	29,001	19,619
Other current financial liabilities	21	25	37
Lease liabilities	1,613	1,086	705
Provisions	80
Income tax payable	43	86	29
Convertible loans	99,235	66,353
Trade and other payables	11,092	2,795	2,651
Other non-financial liabilities	5,197	2,595	1,177
Current liabilities	117,281	72,940	4,599
Total Equity and Liabilities	€ 184,946	€ 77,853	€ 59,740

Consolidated Statement of Changes in Equity - EUR (€) € in Thousands	Subscribed capital	Share premium	Other capital reserves	Treasury Shares [Member]	Retained Earnings [Member]	Currency translation reserve	Remeasurement of defined pension benefit obligation	Total
Beginning balance at Dec. 31, 2018	€ 54	€ 89,660			€ (54,192)			€ 35,522
Share capital increase and capital contributions								25
Ending balance at Jan. 01, 2019								35,522
Beginning balance at Dec. 31, 2018	54	89,660			(54,192)			35,522
Profit (Loss) for the period					(63,479)			(63,479)
Other comprehensive income and expenses						€ 3	€ (114)	(111)
Total comprehensive income (loss)					(63,479)	3	(114)	(63,590)
Convertible loans			€ 3,981					3,981
Share capital increase and capital contributions	0							25
Ending balance at Dec. 31, 2019	54	89,660	3,981		(117,671)	3	(114)	(24,088)
Profit (Loss) for the period					(188,427)			(188,427)
Other comprehensive income and expenses						36	(44)	(8)
Total comprehensive income (loss)					(188,427)	36	(44)	(188,435)
Share-based payments			71,990					71,990
Convertible loans	7	68,116	34,084					102,207
Share buy-back		(763)		€ 0				(763)
Share capital increase and capital contributions	8	96,802						96,810
Ending balance at Dec. 31, 2020	€ 69	€ 253,815	€ 110,055	€ 0	€ (306,098)	€ 39	€ (158)	€ 57,722

- Definition

The amount of change in equity resulting from transactions and other events, other than those changes resulting from transactions with owners in their capacity as owners.

+ References + Details

- Definition

The amount of residual interest in the assets of the entity after deducting all its liabilities.

+ References + Details

- Definition

The total of income less expenses from continuing and discontinued operations, excluding the components of other comprehensive income. [Refer: Other comprehensive income]

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Name IAS
-Number 7
-IssueDate 2020-01-01
-Paragraph 18
-Subparagraph b
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=7&code=ifrs-tx-2020-en-r&anchor=para_18_b&doctype=Standard
-URIDate 2020-01-01

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 1
-IssueDate 2020-01-01
-Paragraph 24
-Subparagraph b
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=1&code=ifrs-tx-2020-en-r&anchor=para_24_b&doctype=Standard
-URIDate 2020-01-01

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 1
-IssueDate 2020-01-01
-Paragraph 32
-Subparagraph a
-Clause ii
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=1&code=ifrs-tx-2020-en-r&anchor=para_32_a_ii&doctype=Standard
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2020-01-01
-Paragraph 28
-Subparagraph b
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2020-en-r&anchor=para_28_b&doctype=Standard
-URIDate 2020-01-01

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Note Effective on first application of IFRS 9
-Name IFRS
-Number 4
-IssueDate 2020-01-01
-Paragraph 39L
-Subparagraph e
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=4&code=ifrs-tx-2020-en-b&anchor=para_39L_e&doctype=Standard
-URIDate 2020-01-01

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2020-01-01
-Paragraph 23
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2020-en-r&anchor=para_23&doctype=Standard
-URIDate 2020-01-01

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Name IFRS
-Number 12
-IssueDate 2020-01-01
-Paragraph B10
-Subparagraph b
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=12&code=ifrs-tx-2020-en-r&anchor=para_B10_b&doctype=Appendix&subtype=B
-URIDate 2020-01-01

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Name IAS
-Number 1
-IssueDate 2020-01-01
-Paragraph 106
-Subparagraph d
-Clause i
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=1&code=ifrs-tx-2020-en-r&anchor=para_106_d_i&doctype=Standard
-URIDate 2020-01-01

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Note Effective 2021-01-01
-Name IFRS
-Number 17
-IssueDate 2020-01-01
-Paragraph 113
-Subparagraph b
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=17&code=ifrs-tx-2020-en-r&anchor=para_113_b&doctype=Standard
-URIDate 2020-01-01

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name IAS
-Number 1
-IssueDate 2020-01-01
-Paragraph 81A
-Subparagraph a
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=1&code=ifrs-tx-2020-en-r&anchor=para_81A_a&doctype=Standard
-URIDate 2020-01-01

+ Details

Consolidated Statement of Cash Flows - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Cash flows from (used in) operating activities [abstract]
Net loss for the period	€ (188,427)	€ (63,479)
Adjustments to reconcile consolidated net profit (loss) to net cash flows
Income tax expense	46	61
Net interest	34,498	5,734
Depreciation and amortisation	4,159	2,334
Expenses for share-based payments	50,907	7,880
Net gains/losses from the disposal of intangibles and PP&E	74
Fair value changes of convertible loans and promissory note	15,164	(516)
Income tax paid	(89)	(5)
Change in provisions	116	40
Working capital adjustments:
Changes in trade and other payables	8,358	131
Change in other assets and liabilities	(2,689)	773
Cash flow from operating activities	(77,883)	(47,047)
Cash flows from (used in) investing activities [abstract]
Purchases of intangible assets, property, plant and equipment	(8,865)	(4,797)
Payments for fixed term deposit	50,000
Payments for promissory notes	630
Interest received	23	0
Cash flow from investing activities	(59,472)	(4,797)
Cash flows from (used in) financing activities [abstract]
Proceeds from convertible loans	85,900	65,500
Payments for share buy-back	763
Proceeds from share capital increase and capital contribution	97,320	0
Payment of transaction cost for capital contribution	503
Principal elements of lease payments	1,439	854
Interest paid	560	385
Cash flow from financing activities	179,955	64,261
Cash-based changes in cash and cash equivalents	42,600	12,417
Effect of foreign exchange rate changes on cash and cash equivalents	(27)	15
Net (decrease) increase in cash and cash equivalents	42,573	12,432
Cash and cash equivalents at the beginning of the period	59,571	47,139
Cash and cash equivalents at the end of the period	€ 102,144	€ 59,571

Corporate Information

12 Months Ended

Dec. 31, 2020

Corporate Information

Corporate Information

1.	Corporate Information

Lilium GmbH was founded in 2015 as a start-up in the field of urban air mobility and intends to make regional air mobility a reality. Since their founding Lilium GmbH has primarily engaged in research and development of a self-developed electric Vertical Takeoff and Landing (eVTOL) jet (the “Lilium Jet”) for production and operation of a regional air mobility service as well as related services.

Lilium GmbH is a German limited-liability company and is registered in the commercial register at the Bavaria District Court Munich Germany under the number 216921. The registered headquarter is Claude-Dornier Str. 1, Geb. 335, 82234 Wessling Germany.

The consolidated financial statements of Lilium GmbH and its subsidiaries, collectively referred to as “the Company”, “the Group” or the “Lilium Group”, for the years ended December 31, 2020 and 2019 were authorized for issue by the Management Board on May 5, 2021.

Basis of Preparation

12 Months Ended

Dec. 31, 2020

Basis of Preparation

Basis of Preparation

2.	Basis of Preparation

The Group’s consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”), issued by the International Accounting Standards Board (“IASB”) and related interpretations issued by the IFRS Interpretations Committee.

The consolidated financial statements have been prepared on a going concern basis, applying a historical cost convention, unless otherwise indicated. They are prepared and reported in thousands of Euro (“€ thousand”) except where otherwise stated. Due to rounding, numbers presented may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures.

Group information

Lilium GmbH is the ultimate parent of the Lilium Group; its subsidiaries are as follows:


			% equity interest owned by
			Lilium GmbH
	Country of	Date of
Name	incorporation	incorporation	12/31/2020		12/31/2019		01/01/2019
Lilium Aviation Inc.	United States	July 1, 2020	100.0	%
Lilium Schweiz GmbH	Switzerland	December 8, 2017	100.0	%	100.0	%	100.0	%
Lilium Aviation UK Ltd.	United Kingdom	December 20, 2017	100.0	%	100.0	%	100.0	%
Lilium eAircraft GmbH	Germany	August 17, 2020	100.0	%

Principles of consolidation

The consolidated financial statements incorporate the financial positions and the results of operations of the Group. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. The financial statements of the subsidiaries are prepared for the same reporting period as Lilium GmbH, using consistent accounting policies. Intercompany transactions, balances and unrealized gains on transactions between Group companies are eliminated.

Segment

The Group operates its business as a single operating segment, which is also its reporting segment. An operating segment is defined as a component of an entity for which discrete financial information is available and whose results of operations are regularly reviewed by the chief operating decision maker. The Group’s chief operating decision maker is the Chief Executive Officer, who reviews results of operations to make decisions about allocating resources and assessing performance based on consolidated financial information.

Foreign currency

The Group’s consolidated financial statements are presented using the Euro, which is the Company’s functional currency. All of the Group’s foreign subsidiaries’ functional currency is the local currency. Lilium translates the financial statements of these subsidiaries to Euro using year-end exchange rates for assets and liabilities, and average exchange rates for income and expenses. Adjustments resulting from translating foreign functional currency financial statements into Euro are recorded as a separate component on the consolidated statements of comprehensive income.

Monetary assets and liabilities that are denominated in currencies other than the respective functional currencies are remeasured at the foreign currency rates as of the reporting date. Foreign currency transaction gains and losses from the remeasurement are included in other income and other expenses, as appropriate, in the consolidated statements of operations for the period.

Significant Accounting Policies

12 Months Ended

Dec. 31, 2020

Significant Accounting Policies

Significant Accounting Policies

3.	Significant Accounting Policies

Intangible assets

Research and development costs

In developing this novel eVTOL technology the Group is incurring significant research and development costs.

The costs for internally generated research and development are expensed when incurred. A portion of costs for internally generated development is capitalized if:

●

the product or process is technically feasible;

●

adequate resources are available to successfully complete the development;

●

the benefits from the assets are demonstrated;

●

the costs attributable to the projects are reliably measured;

●

the Group intends to produce and market or use the developed product or process and can demonstrate its market relevance.

Management recognizes an interest for an air mobility service, especially within heavily populated urban areas however, there is not yet an established market for this new industry. The self-developed eVTOL technology going into the Lilium Jet development is highly innovative and there are uncertainties related to successful completion of the development. Consequently, the Group has not yet capitalized development costs. These costs are reflected in the statement of operations in the period in which the expenditure is incurred.

Purchased intangibles

Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses.


		Useful life
Software		2 – 15 years
Purchased concessions, rights and other intangible assets		10 – 20 years

Impairment tests

At the end of each reporting period, the Group assesses whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. An asset’s recoverable amount is the higher of an asset’s or cash generating unit (“CGU”)’s fair value less costs of disposal and its value in use. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used.

Property, Plant and Equipment

Property, plant and equipment are measured at cost, net of accumulated depreciation and any accumulated impairment losses. Costs of construction recognized include all attributable direct costs including material and production overheads, and, where applicable, an initial estimate of the cost of dismantling and removing the item and restoring the site on which it is located.

Borrowing costs are capitalized as part of the underlying asset under construction if there is a qualifying asset.

Subsequent expenditures on assets are capitalized only when it is probable that future economic benefits associated with the expenditure will flow to the Group. Repairs and maintenance are expensed in profit or loss in the period the costs are incurred.

If items of property, plant and equipment are sold or disposed off, the gain or loss arising from the disposal is recognized as other operating income or expense in the consolidated statement of operations and comprehensive income.

Depreciation is calculated on a straight-line basis based on the following useful lives:


		Useful life
Rights to land and buildings including leasehold improvements		2 – 9 years
Technical equipment and machinery		3 – 25 years
Office and other equipment		3 – 13 years
Vehicles		5 – 11 years

Assets qualifying as low value assets with a value of €1 thousand are aggregated into groups and depreciated over a useful life of 5 years.

Leasehold improvements are amortized over the unexpired portion of the lease term, or the estimated useful life of the improvements, whichever is shorter. The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

Leases

The Group’s lease obligations primarily relate to rights to buildings mainly for its office and research and development premises. As lease contracts are negotiated on an individual basis, lease terms contain a range of different terms and conditions. Lease contracts are typically entered for a period of 2-9 years and regularly include renewal and termination options, which provide operational flexibility to Lilium.

As a lessee, at the inception of a contract, the Group assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period in exchange for consideration.

The Group recognises right of use assets which represent a right to use the underlying leased assets and corresponding lease liabilities which represent the present value of future lease payments, excluding short-term leases (lease term of 12 months or less from commencement date and do not contain a purchase options) and leases of low value assets acquisition costs less than €5 thousand), in the consolidated statement of financial position at the date at which the leased asset is available for use.

Liabilities arising from a lease are initially measured at present value of lease payments discounted using interest rate implicit in the lease or incremental borrowing rate in case interest rate implicit in the lease is not readily determinable.

Main components of the lease payments included in the measurement of the lease liability comprise the following:

●

fixed lease payments;

●

variable lease payments that are linked to an index (consumer price index);

●

lease payments in an optional renewal period if the Group is reasonably certain to exercise an extension option.

Lease payments contain principal elements and interest. Interest is presented as part of finance costs in the consolidated statements of operations and other comprehensive income using the effective interest method. Principal and interest portion of lease payments have been presented within financing activities in the statement of cash flow. The carrying amount of lease liabilities is remeasured if there is change in the future lease payments due to change in index or rate.

Right of use assets at the lease commencement date are measured at cost less any accumulated depreciation and impairment losses and adjusted for any remeasurement of lease liabilities recognised. Cost of right of use assets includes lease liabilities, initial direct costs, prepayments made on or before the commencement date and less any lease incentives received. Right of use assets are depreciated on straight line basis from the commencement date to the earlier of the end of the useful life of the right-of-use asset and the end of the lease term. The estimated useful lives of right of use assets are determined on the same basis as those of leased property and equipment. The right of use asset is periodically assessed for impairment. The Group has presented right of use assets within “Property, plant and equipment”.

Assets related to retirement obligations for leased buildings are included in the cost of right of use assets for the respective underlying building lease.

Group does not have any contracts as a lessor on the date of statement of financial position.

Non-financial Assets

Insurance recoveries are recognized for expected reimbursements for damaged assets. They have been measuredd based on a ratio of total tangible assets to insurance coverage. The tangible asset values were derived from replacement costs adjusted to exclude tools still available, premiums paid on materials and costs of related salaries or wages. Other non-financial assets are recognized at their nominal amounts.

Cash and Cash Equivalents

Cash and cash equivalents in the statement of financial position and statement of cash flows comprise cash at banks and on hand and short-term highly liquid deposits with a maturity of three months or less, that are readily convertible to a known amount of cash and subject to an insignificant risk of changes in value.

Financial Instruments

Financial instruments are contracts that give rise to a financial asset for one entity and to a financial liability or equity instrument for another entity. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the marketplace (regular way trades) are recognised on the settlement date.

Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of financial position if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously. The Company has no such assets and liabilities.

Financial assets

The Group’s financial assets include cash and cash equivalents, financial assets and other financial assets. Other financial assets consist of security deposits for leases, fixed-term deposits and promissory notes.

Financial assets are initially measured at fair value plus, in the case of a financial asset not measured at fair value through profit or loss, transaction costs. As an exception of this general rule, trade receivables are measured at their transaction price.

Financial assets are classified at initial recognition as either measured at amortized cost (“AC”), fair value through other comprehensive income (“FVOCI”), or fair value through profit or loss (“FVTPL”) depending on the contractual cash flows and the Group’s business model for managing them. For all financial assets the Group has the objective to hold financial assets in order to collect the contractual cash flows. If the contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal outstanding amount, the Group will measure these financial assets at amortized cost under consideration of impairment (see following section). Currently all financial assets are measured at amortized cost, with the exception of the promissory notes which are required to be measured at fair value through profit or loss, because their cash flows are not solely payments of principal and interest on the principal outstanding amount. Effects resulting from impairment of financial assets that are not classified as FVTPL are presented in other expense, while changes in fair values are presented in finance income / expense.

A financial asset is derecognized (i.e., removed from the Group’s consolidated statement of financial position) when the rights to receive cash flows from the asset have expired or have been transferred in terms of fulfilling the derecognition criteria.

Impairment of financial assets — expected credit losses (“ECLs”)

All financial assets measured at amortized cost are required to be impaired at initial recognition in the amount of their expected credit loss (“ECL”). ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive. Lilium recognizes an allowance for ECLs for cash and cash equivalents and other financial assets according to the “general approach”. This means that ECLs are recognized in three stages. For credit exposures at initial recognition, ECLs are provided for credit losses that result from default events which may be possible within the next 12-months (Stage 1: a 12-month ECL). For credit exposures for which there has been a significant increase in credit risk since initial recognition (which is deemed to have occurred if a payment is more than 30 days past due), a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (Stage 2: a lifetime ECL). The same applies if objective indications exist that a default event will occur (Stage 3: an incurred loss). In this case, any interest income is measured on the basis of the net carrying amount, while for stage 1 and 2 the basis is the gross carrying amount. Examples of objective evidence are significant financial difficulties experienced by the debtor, payment default or delays, a lowering of the credit rating, insolvency or, respectively, where measures are taken to secure a debtor’s financial situation, or if other observable data indicates that expected cash flows deriving from financial assets may be appreciably reduced.

For cash and cash equivalents as well as other financial assets, advantage is taken of the simplification available for financial instruments with a low credit risk (“low credit risk exemption”) as of the reporting date. Factors that can contribute to a low credit risk assessment are debtor-specific rating information and related outlooks. The requirement for classification with a low credit risk is regarded to be fulfilled for counterparties that have at least an investment grade rating; in this case there is no need to monitor credit risks for financial instruments with a low credit risk.

The default probabilities applied to determine the expected credit losses for cash and cash equivalents and other financial assets are based on credit default swap spreads that are quoted on markets, which take future-oriented macroeconomic data into account.

In general, Lilium defines a default event as a situation in which the debt is no longer recoverable. If the financial instrument is perceived to be unrecoverable, then the expectation is that future contractual cash flows will not occur. At this point in time, the balance is written off after giving consideration to any possible security that is available.

Impairment losses (including reversals of impairment losses on financial assets) are not presented as a separate item in accordance with IAS 1.82(ba) as they are considered immaterial. Impairment losses or income from the reversal of impairment losses on financial assets are reported net under other expenses.

Financial liabilities

The Group’s financial liabilities include trade and other payables, lease liabilities (see note 16), convertible loans (including embedded derivatives) and other financial liabilities.

Financial liabilities are classified as measured at amortized cost or fair value through profit or loss (“FVTPL”). All financial liabilities are recognized initially at fair value less, in the case of a financial liability not at fair value through profit or loss, directly attributable transaction costs.

Financial liabilities at FVTPL are measured at fair value and gains and losses are recognized in finance income / expense. Currently, the Group only accounts for separated embedded derivatives of convertible loans as a financial liability at FVTPL. All other financial liabilities are subsequently measured at amortized cost using the effective interest rate (“EIR”) method. When applying the effective interest rate method, the Group generally amortises any fees, points paid or received, transaction costs and other premiums or discounts that are included in the calculation of the effective interest rate over the expected life of the financial instrument. Gains and losses are recognized in interest expense when the liabilities are derecognized as well as through the EIR amortization process.

An embedded derivative in a hybrid contract, with a financial liability or non-financial host, is separated from the host and accounted for as a separate derivative if: the economic characteristics and risks are not closely related to the host; a separate instrument with the same terms as the embedded derivative would meet the definition of a derivative; and the hybrid contract is not measured at fair value through profit or loss. The assessment whether to separate an embedded derivative is done only once at initial recognition of the hybrid contract. Reassessment only occurs if there is a change in the terms of the contract that significantly modifies the cash flows. Embedded derivatives are measured at fair value with changes in fair value recognized in profit or loss.

A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The resulting gain or loss is recognized in the consolidated comprehensive income statement.

Convertible Loans

IFRS requires that a convertible loan shall be bifurcated into a debt component and a conversion right if the latter is an equity instrument. The conversion right of a convertible loan is not an equity instrument, but a liability if some conversion features of the loan lead to a conversion into a variable number of shares. In this case it has to be assessed if embedded derivatives need to be separated from the host contract (see section above). If this is the case, the remaining host contract is measured at amortized cost and the separated embedded derivative is measured at fair value through profit or loss until the loan is converted into equity or becomes due for repayment.

The conversion features and other repayment options provided for in the contract are identified as a combined embedded derivative if they share the same risk exposure and are interdependent.

Income Taxes

Current income taxes

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date in the countries where the Group operates and generates taxable income.

Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred taxes

The Group uses the liability method of accounting for income taxes. Deferred income tax assets and liabilities represent temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and their corresponding tax basis used in the computation of taxable income. Deferred tax however is not recognized on the initial recognition of goodwill, or the initial recognition of an asset or liability (other than in a business combination) in a transaction that affects neither tax nor accounting income.

Deferred tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and any unused tax losses to the extent it is probable that taxable profit will be available against which the deductible temporary differences, the carry forward of unused tax credits and the unused tax losses can be utilized.

Deferred tax liabilities are recognized for all taxable temporary differences associated with investments in subsidiaries and associates, except where the Group is able to control the reversal of the temporary differences and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year in which the asset is realized, or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax liabilities and assets are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.

Current and deferred tax items are recognized similar to the underlying transaction either in profit or loss, other comprehensive income or directly in equity. Changes in deferred tax assets or liabilities are recognized as a component of tax expense (benefit) in the consolidated statement of operations, except where they relate to items that are recognized in other comprehensive income or directly in equity, in which case the related deferred tax is also recognized in other comprehensive income or equity, respectively. Where deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.

Deferred tax assets and deferred tax liabilities are not discounted.

Deferred taxes are always classified as non-current.

Provisions

Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Fair Values of Assets and Liabilities

Fair value is a market-based measurement. For some assets and liabilities, observable market transactions or market information is available. For other assets and liabilities, observable market transactions or market information might not be available. When a price for an identical asset or liability is not observable, another valuation technique is used. To increase consistency and comparability in fair value measurements, there are three levels of the fair value hierarchy:

●

Level 1: contains the use of unadjusted quoted prices in active markets for identical assets or liabilities

●

Level 2: inputs are other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly

●

Level 3: inputs are based on unobservable market data

Further information about the assumptions made in measuring fair values is included in note 26.1.

If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

The Group recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

In cases where a gain or loss arises on initial recognition of a financial asset or a financial liability because the fair value deviates from the transaction price and is neither evidenced by a quoted price in an active market for an identical asset (i.e., a Level 1 input) nor based on a valuation technique that uses only data from observable markets (i.e., a Level 2 input), this gain or loss remains unrecognized until all market inputs become observable. In case such gain or loss results from a transaction with shareholders, this amount is to be considered as capital contribution to the Group and is therefore to be recognized in equity.

Share-based Payments

Share-based payments in the form of equity-based awards granted pursuant to an Employee Stock Option Program (“ESOP”) have been issued to the Group’s employees and advisors in exchange for their service.

These payments qualify either as cash- or equity-settled transactions depending on the terms of settlement. When the ESOP provides for different ways of settlement (i.e. cash versus shares) depending on the occurrence of an exit event, the award is accounted for based on the manner of settlement which is most probable. A change in the expected manner of settlement may result in a change of classification.

For cash-settled awards a liability is recognised for the fair value. The fair value is measured initially and at each reporting date up to and including the settlement date, with changes in fair value recognized in profit or loss for the period.

An equity-settled award is measured based on the fair value determined at the grant date, or the modification date for employees and advisors who accepted the modified contract, and the number of awards expected to vest. The fair value remains unchanged after grant date.

The expenses for services received as the participant renders services are recognized over the applicable vesting period (i.e. for the first 12 months on a cliff vesting basis and for the subsequent 36 months on a graded vesting basis) with an corresponding increase of either the liability or equity, depending on the classification of the awards. The related share-based payment expense is recorded in the functional cost category to which the award recipient’s costs are classified.

Refer to note 20 for the measurement approach of the fair value of options.

Pension Benefits

The Group operates a defined benefit pension plan in Switzerland which requires contributions to be made to a separately administered fund. The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method. The defined benefit obligation is recognized within non-current provisions.

Remeasurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the statement of financial position with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods.

Past service costs are recognised in profit or loss on the earlier of:

●

The date of the plan amendment or curtailment, and

●

The date that the Group recognises related restructuring costs

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Group recognises the following changes in the net defined benefit obligation under, ‘Research and development’, ‘General and administrative’, and ‘Selling’ expenses’ in the consolidated statement of profit or loss (by function):

●

Service costs comprising current service costs, past-service costs, gains and losses on curtailments,

●

Non-routine settlements, and

●

Net interest expense or income

Non-financial Liabilities

Non-financial liabilities are recognized at their nominal amounts.

Revenue Recognition

Revenues from contracts are recognized when the customer gains the ability to direct the use of and obtain substantially all the remaining benefits from the services performed. The consideration which the Group expects to receive is allocated to each of the performance obligations, using the relative stand-along selling price method.

Government Grants

Grants from governments are recognized at their fair value, where there is a reasonable assurance that the grant will be received, and the Group will comply with all attached conditions. Government grants relating to costs are deferred and recognized gross in other operating income over the period necessary to match them with the cost that they are intended to compensate.

New Standards and Interpretations not yet adopted by the Group

A number of new standards and amendments to standards and interpretations are effective for annual periods beginning on or after January 1, 2021 and have not been applied in preparing these consolidated financial statements. None of these standards is expected to have a significant effect on the consolidated financial statements of the Group.

Significant Accounting Judgments, Estimates and Assumptions

12 Months Ended

Dec. 31, 2020

Significant Accounting Judgments, Estimates and Assumptions

Significant Accounting Judgments, Estimates and Assumptions

4.	Significant Accounting Judgments, Estimates and Assumptions

The preparation of the Group’s consolidated financial statements requires the management to make judgements, estimates and assumptions that affect the reported amounts in the consolidated financial statements. In preparing these consolidated financial

statements, management exercises its best judgement based upon its experience and the circumstances prevailing at that time. The estimates and assumptions are based on available information and conditions at the end of the financial period presented and are reviewed on an ongoing basis. Actual results may differ from these estimates under different assumptions and conditions and may materially affect the financial results or the financial position reported in future periods.

Key estimates and judgements that have a significant influence on the amounts recognized in the Group’s consolidated financial statements are mentioned below:

Share-based Payments

Significant judgments include the valuation of equity shares and determination of the fair value of awards. Determining the fair value of share-based payment transactions requires use of an appropriate valuation model. An option pricing method was used to determine the fair value of award prior to the amendment of the plan in 2020. Subsequent to modification, a hybrid model between option pricing method and probability-weighted expected return method was used. This estimate also requires the determination of the most appropriate inputs to the valuation model when calculating the fair value of the share option, such as the volatility of stock price, the discount for lack of marketability, and the probability and timing of an exit event. For cash-settled share-based payment transactions, the liability is remeasured at the end of each reporting period until the date of settlement, with any changes in fair value recognized in profit or loss. This requires a reassessment of the estimates used at the end of each reporting period.

Convertible Loans

The initial fair value of the convertible loans (before bifurcation of the embedded derivatives) as well as the subsequent measurement of the embedded derivatives is calculated using an internal valuation model and many of the input parameters are not observable. Therefore, this valuation is considered highly judgemental. For detailed information on the convertible loans and its embedded derivatives, especially a description of the valuation model, the input parameters as well as a sensitivity analysis, see notes 21 and 26.1.

COVID-19

Since January 2020, the Corona Virus (COVID-19) is spreading worldwide. The strict measures to stop the spread of COVID-19 adopted in several countries where the Group operates have resulted in the majority of the Company’s workforce working from home with a small number of teams with special purposes for development of the Lilium Jet remaining onsite. Modern forms of communication enabled contact to be maintained between various members of staff and deadlines defined before the period during which employees were working from home have been complied with. We continue to take actions as may be required or recommended by government authorities or in the best interests of our employees and business partners but COVID-19 could also affect the operations of our suppliers and business partners which may result in delays or disruptions in the supply chain of our components and delay the development and rollout of a vertiport network and commercial operations. The potential delay did not trigger an impairment of assets. Additional costs were incurred related to health, safety and transportation of employees which remained onsite, however, the impact of these did not materially impact these consolidated financial statements.

The current uncertainty regarding the consequences and duration of COVID-19 has negatively impacted the ability to develop a precise forecast for product development. Based on COVID-19 developments throughout 2020 and the latest developments, the Group is expecting that business operation can be continued.

Going Concern

Management assessed the Group’s ability to continue as a going concern and evaluated whether there are certain conditions and events, considered in the aggregate, that raise substantial doubt about the Group’s ability to continue as a going concern using all information available about the future, focusing on the twelve-month period after the issuance date of the financial statements.

Historically, the Group has funded its operations primarily through capital raises and with loans from shareholders. Since the inception the Group has incurred recurring losses and negative cash flows from operations including net losses of €188,427 thousand for the year 2020 and €63,479 thousand for the year 2019. At the end of the reporting period as of December 31, 2020 the Group

expects to continue to generate operating losses through 2022. Securing the financing of development activities and operations represents an ongoing challenge for the Group.

Based on the business plan the Group depends on additional financing for additional development activities and operations. Management plans to finance these investments and costs with the contemplated US public listing via a merger with a Special Purpose Acquisition Company (“SPAC”) expected to be completed in the first half of 2021. The timely realization of the transaction is crucial for the Group’s ability to continue as a going concern.

In case that the planned transaction does not reach the required level of financing, the Group would need to seek additional funding through new investors or shareholders or other means. There is no certainty that the Group will be successful in obtaining sufficient funding on terms acceptable to the Group to fund continuing operations.

Based on its recurring losses from operations since inception, expectation of continuing operating losses through 2022 and the need to raise additional capital to finance its future operations, the Group has concluded that there is substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. Accordingly, the financial statements have been prepared on a basis that assumes the Group will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business.

Leases — Lease Term

The Group has lease agreements for rental properties with material renewal options. The Group applies judgement in evaluating whether it is reasonably certain to exercise the option to extend or terminate the lease term. The Group considers all relevant factors that create an economic incentive for it to exercise the respective extension option. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects whether the Group is reasonably certain to exercise or not to exercise the option to extend or terminate the lease term (e.g., more than insignificant penalty, construction of significant leasehold improvements or significant customization to the leased asset).

Leases — Incremental Borrowing Rate

The Group cannot readily determine the interest rate implicit in the majority of leases, therefore, it uses its incremental borrowing rate (“IBR”) to measure lease liabilities. The IBR is the rate of interest that the Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBRs used by the Group are calculated based on the risk-free rate, individual country risk premiums of underlying country and credit spread. The weighted average IBR in FY2020 is 4.05% (December 31, 2019 is 4.12% and January 1, 2019 is 4.51%).

Revenue from Contracts with Customers and Cost of Sales

12 Months Ended

Dec. 31, 2020

Revenue from Contracts with Customers and Cost of Sales

Revenue from Contracts with Customers and Cost of Sales

5.	Revenue from Contracts with Customers and Cost of Sales

Lilium is currently not generating revenues from mobility services. In rolling-out the business Lilium is engaged in infrastructure and mobility consultancy services provided to airport authorities with which future collaborations are planned; revenue amounting to €97 thousand has been recognized from one customer at a point in time upon receipt of acceptance in 2020 (2019: €0 thousand). The geographic region which recognized revenues was Germany based on the Group location which bills the customer.

Related costs are captured in costs of sales and comprise personnel expenses.

Research and Development Expenses

12 Months Ended

Dec. 31, 2020

Research and Development Expenses

Research and Development Expenses

6.	Research and Development Expenses

Research and development expenses consist of the following:


In € thousand	2020	2019
Personnel expenses	66,726	26,712
Professional services	8,448	2,472
Materials	8,253	5,012
Depreciation/amortization	2,829	1,404
Other research and development expenses	4,089	2,536
Total research and development expenses	90,345	38,136

Materials include various components used in development of the Lilium Jet. Personnel expenses mainly include salary, salary-related expenses and share-based payments recognized from the Group’s ESOP (note 20).

General and Administrative Expenses

12 Months Ended

Dec. 31, 2020

General and Administrative Expenses

General and Administrative Expenses

7.	General and Administrative Expenses

General and administrative expenses consist of the following:


In € thousand	2020	2019
Personnel expenses	21,339	8,844
Professional services	8,483	2,615
Software cost	1,897	1,250
Depreciation/amortization	1,289	896
Other administrative expenses	2,398	1,832
Total administrative expenses	35,406	15,437

Personnel expenses mainly include salary, salary-related expenses and share-based payments recognized from the Group’s ESOP(note 20).

Selling Expenses

12 Months Ended

Dec. 31, 2020

Selling Expenses

Selling Expenses

8.	Selling Expenses

Selling expenses consist of the following:


In € thousand	2020	2019
Personnel expenses	13,270	3,358
Professional services	1,196	327
Depreciation/amortization	41	34
Other selling expenses	765	926
Total selling expenses	15,272	4,645

In preparation for providing air mobility services the Group has incurred expenses to allow them to operate as an airline, to prepare infrastructure for vertiports, marketing and external communications. These have been classified as selling expenses. Personnel expenses mainly include salary and salary-related expenses and share-based payments recognized from the Group’s ESOP (note 20).

Other Income

12 Months Ended

Dec. 31, 2020

Other Income

Other Income

9.	Other Income

Other income consists of the following:


In € thousand	2020	2019
Insurance recoveries	1,906	—
Grants received from the German government	307	53
Income from other grants	42	—
Other miscellaneous income	91	23
Total other income	2,346	76

Insurance recoveries are for damage which occurred as a result of an accident during maintenance work of which €1,000 thousand was received during 2020 and €906 thousand is presented within non-financial assets (refer to note 18).

Lilium has been granted government funds for conducting research on future mobility infrastructure and technology, especially assessing existing infrastructure for building vertiports and vertistops.

Other Expenses

12 Months Ended

Dec. 31, 2020

Other Expenses

Other Expenses

10.

Other Expenses

Other expenses consist of the following:


In € thousand	2020	2019
Foreign currency losses	107	56
Miscellaneous other items	23	2
Total other expenses	130	58

Financial Result

12 Months Ended

Dec. 31, 2020

Financial Result

Financial Result

11.

Financial Result

Financial result is comprised of the following:


In € thousand	2020	2019
Finance income	80	518
thereof: fair value changes	58	516
Finance expenses	(49,741)	(5,736)
thereof: interest portion of lease payments	(450)	(341)
thereof: fair value changes	(15,222)	—
thereof: interest on convertible loans	(33,960)	(5,350)
Financial result	(49,661)	(5,218)

Fair value changes result from the embedded derivatives of the convertible loans (2020: €15,222 thousand in finance expense; 2019: €516 thousand in finance income) as well as from the promissory notes (2020: €58 thousand in finance income).

Income Taxes

12 Months Ended

Dec. 31, 2020

Income Taxes

Income Taxes

12.

Income Taxes

Income Tax Expense

During the years ended December 31, 2020 and 2019 the Group recorded consolidated income tax expense of €46 thousand and €61 thousand, respectively. These income tax expenses mainly relate to foreign subsidiaries.

At German companies, a corporation tax rate of 15% was used for the calculation of deferred taxes. In addition, a solidarity surcharge of 5.5% on corporation tax and a trade tax rate of 11.73% were taken into account. This resulted in an overall tax rate of 27.55% for German companies, which is also the group tax rate. At international group companies, the respective country-specific tax rates were used for the calculation of current and deferred taxes.

Tax Rate Reconciliation

The following table presents the reconciliation of expected tax expense and reported tax expense. Expected tax expense is determined by multiplying consolidated profit before tax from continuing operations by the total group tax rate of 27.55%:


In € thousand	2020		2019
Profit (Loss) before income tax	(188,381)		(63,418)
Income tax rate	27.55	%	27.55	%
Expected income taxes on this	51,899		17,472
Effects deriving from differences to the expected tax rate	54		(3)
Other non-deductible expenses and taxes	(238)		(312)
Changes in the realization of deferred tax assets	(22,371)		(18,978)
Other	(29,390)		1,760
Income tax as per statement of operations	(46)		(61)
Effective tax rate in %	0.0	%	(0.1)	%

The other effects in 2020 mainly relate to equity settled share-based payments (€71,990 thousand, resulting in a reconciliation effect of €19,883 thousand), the recognition of the day one effect of the convertible loan in equity (€34,084 thousand, resulting in a reconciliation effect of €9,390 thousand) and transaction cost deducted from equity (€503 thousand, resulting in a reconciliation effect €139 thousand). The other effects in 2019 mainly relate to the embedded derivative of the convertible loans (€3,981 thousand, resulting in a reconciliation effect of €1,097 thousand). Refer to notes 19 and 20.

Deferred Taxes

Deferred taxes related to the following:


	Deferred tax assets			Deferred tax liabilities
In € thousand	12/31/2020	12/31/2019	01/01/2019	12/31/2020	12/31/2019	01/01/2019
Non-current assets	206	338	—	191	2	5
Intangible assets	203	336	—	—	—	1
Property, plant and equipment	—	—	—	3	2	4
Financial assets	3	2	—	188	—	—
Current assets	1	23	1	—	—	12
Inventories	1	2	1	—	—	—
Receivables and other assets	—	21	—	—	—	12
Non-current liabilities	1	144	16	9	—	—
Provisions	—	1	—	9	—	—
Liabilities	1	143	16	—	—	—
Current liabilities	55	4	—	63	507	—
Provisions	0	—	—	62	—	—
Liabilities	55	4	—	1	507	—
Gross value	263	509	17	263	509	17
Netting	(263)	(509)	(17)	(263)	(509)	(17)
Recognition in the statement of financial position	—	—	—	—	—	—

As of December 31, 2019, and 2020, there were the following tax attributes (gross):


In € thousand	12/31/2020	12/31/2019	01/01/2019
Corporation tax loss carryforwards	129,704	42,056	41,343
Trade tax loss carryforwards	128,889	41,657	41,197
Interest carryforwards	14,879	9,555	—

The reported tax loss and interest carryforwards mainly relate to the German Lilium entities and can be carried forward indefinitely (German minimum taxation rules and interest stripping rules apply). These tax attributes may be subject to restrictions of the German change in ownership rules (Sec. 8c KStG) going forward.

These tax attributes relate to entities that have a history of losses which have been accumulated in the previous years. The respective entities neither have any taxable temporary difference exceeding the deductible temporary differences nor any tax planning opportunities and documentation available that could partly support the recognition of these tax attributes as deferred tax assets. On this basis, the Group has determined that it cannot recognize deferred tax assets on the tax attributes carried forward.

For the following deductible temporary differences and tax loss and interest carryforwards, no deferred tax assets were recognized in the financial statements:


	Deferred tax assets on
	Temporary		Interest carry
In € thousand	differences	Tax losses	forward	Total
Unrecognized deferred tax assets as of January 1, 2019	3,834	11,373	—	15,207
Addition	16,479	167	2,352	18,998
Unrecognized deferred tax assets as of December 31, 2019	20,313	11,540	2,352	34,205
Addition	—	24,099	1,311	25,410
Deductions	(3,037)	—	—	(3,037)
Unrecognized deferred tax assets as of December 31, 2020	17,276	35,639	3,663	56,578

Earnings per Share

12 Months Ended

Dec. 31, 2020

Earnings per Share

Earnings per Share

13.

Earnings per Share

Basic earnings per share (EPS) is calculated by dividing the loss for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year.

Diluted EPS is calculated by dividing the loss attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.

The following table reflects the income and share data used in the basic and diluted EPS calculations:


	2020	2019
Loss attributed to equity shareholders (in € thousand)	(188,427)	(63,479)
Weighted average number of ordinary shares outstanding	67,992	59,231
Basic and diluted EPS (in €)	(2,771)	(1,072)

There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and the date of authorization of these consolidated financial statements, other than a new convertible loan convertible to equity of €1,850 thousand. The ordinary shares to be issued upon conversion of the mandatorily convertible loans taken in 2019 and 2020 are included in the basic earnings per share from the date of the respective loan agreements. Stock options were not included in the calculation of diluted EPS because the IPO event has not occured as at the reporting date. Therefore, the diluted earnings per share equals basic earnings per share.

Intangible Assets

12 Months Ended

Dec. 31, 2020

Intangible Assets

Intangible Assets

14.

Intangible Assets

Intangible assets comprise the following:


		Purchased concessions,
		rights and other
In € thousand	Software	intangible assets	Total
Costs of acquisition
January 1, 2020	1,241	89	1,330
Additions	1,188	24	1,212
Disposals	(28)	(5)	(33)
December 31, 2020	2,401	108	2,509
Accumulated amortization/write downs
January 1, 2020	481	7	488
Amortization	642	6	648
Impairment	18	0	18
Disposals	(16)	(1)	(17)
December 31, 2020	1,125	12	1,137
Carrying amount:
January 1, 2020	760	82	842
December 31, 2020	1,276	96	1,372


		Purchased concessions,
		rights and other
In € thousand	Software	intangible assets	Total
Costs of acquisition
January 1, 2019	738	58	796
Additions	503	31	534
December 31, 2019	1,241	89	1,330
Accumulated amortization/write downs
January 1, 2019	206	5	211
Amortization	275	2	277
December 31, 2019	481	7	488
Carrying amount:
January 1, 2019	532	53	585
December 31, 2019	760	82	842

An item of software was impaired in 2020 as the value in use is nil due to obsolescence. There were no further indicators of impairment which would have required intangible assets to be tested for impairment in the fiscal years ended December 31, 2020 and December 31, 2019 or as of January 1, 2019.

Property, Plant and Equipment

12 Months Ended

Dec. 31, 2020

Property, Plant and Equipment

Property, Plant and Equipment

15.

Property, Plant and Equipment

Property, plant and equipment is comprised of the following:

Rights to land

and buildings

Technical

Office and

Assets

and leasehold

equipment

other

under

In € thousand

improvements

Vehicles

and machinery

equipment

construction

Total

Costs of acquisition or construction:

January 1, 2020

10,272

109

2,626

3,736

634

17,377

Additions

4,795

1,268

1,873

3,479

11,466

Disposals

—

(37)

(43)

—

(80)

Transfers

607

—

2,338

(2,969)

—

Indexation impact

100

—

100

December 31, 2020

15,774

160

6,195

5,590

1,144

28,863

Accumulated depreciation:

January 1, 2020

1,170

236

1,265

—

2,677

Depreciation

1,887

408

1,164

—

3,493

Disposals

—

(4)

(18)

—

(22)

December 31, 2020

3,057

640

2,411

—

6,148

Carrying amount:

January 1, 2020

9,102

103

2,390

2,471

634

14,700

December 31, 2020

12,717

120

5,555

3,179

1,144

22,715

Rights to land

and buildings

Technical

Office and

Assets

and leasehold

equipment

other

under

In € thousand

improvements

Vehicles

and machinery

equipment

construction

Total

Costs of acquisition or construction:

January 1, 2019

7,631

366

2,162

351

10,528

Additions

2,667

969

1,435

1,687

6,849

Disposals

—

Transfers

(26)

—

1,291

139

(1,404)

—

December 31, 2019

10,272

109

2,626

3,736

634

17,377

Accumulated depreciation:

January 1, 2019

509

—

620

Depreciation

1,128

168

756

—

2,057

Disposals

—

December 31, 2019

1,170

236

1,265

—

2,677

Carrying amount:

January 1, 2019

7,589

298

1,653

351

9,908

December 31, 2019

9,102

103

2,390

2,471

634

14,700

Property, plant and equipment includes right-of-use assets for an amount of €10,941 thousand as of December 31, 2020 (December 31, 2019: €8,687 thousand; January 1, 2019: €7,101 thousand). For further information refer to note 16. The transfers from assets under construction mainly relate to leasehold improvements and equipment which are required for construction of the Lilium Jet prototype. There are no security pledges.

Property, plant and equipment is distributed among geographical areas as follows:


In € thousand	12/31/2020	12/31/2019	01/01/2019
Germany	11,723	6,004	2,807
United Kingdom	38	9	—
United States	10	—	—
Switzerland	3	—	—
Total property, plant and equipment	11,774	6,013	2,807

No indicators of impairment existed which would have required items of property, plant and equipment to be tested for impairment in the fiscal years ended December 31, 2020 and December 31, 2019 or as of January 1, 2019.

Leases

12 Months Ended

Dec. 31, 2020

Leases

Leases

16.

Leases

The Group has lease contracts for facilities which contain variable lease payments and vehicles, equipments and other assets which contain fixed-rate payment terms. The carrying amounts of right-of-use assets recognized and the movements during the period were as follows:


			Technical	Office
	Rights to		equipment	and other
In € thousand	buildings	Vehicles	and machinery	equipment	Total
January 1, 2019	7,076	3	—	22	7,101
Additions to right-of-use assets	1,961	89	503	46	2,599
Depreciation	(984)	(4)	(7)	(18)	(1,013)
December 31, 2019	8,053	88	496	50	8,687
Additions to right-of-use assets	3,757	20	—	8	3,785
Depreciation	(1,535)	(31)	(35)	(30)	(1,631)
Indexation impact	100	—	—	—	100
December 31, 2020	10,375	77	461	28	10,941

The carrying amounts of lease liabilities and the movements during the period were as follows:


In € thousand		Lease Liability
January 1, 2019		7,036
Additions		2,533
Interest		341
Payments		(1,195)
December 31, 2019		8,715
Additions		3,742
Interest		450
Payments		(1,889)
Indexation impact		100
December 31, 2020		11,118

The consolidated statement of operations and comprehensive income included the following amounts of lease related expense:


In € thousand	2020	2019
Depreciation of right of-use-assets	1,631	1,013
Interest expense on lease liabilities	450	341
Short-term lease expenses	108	138
Lease expenses for low-value assets	80	75
Total amount recognized in expense	2,269	1,567

Variable lease payments result from indexed rental payments for facility leases and are included in lease liabilities. The following table provides further information about the composition of the lease payments as included in the above movement schedule of lease liabilities:


In € thousand	2020	2019
Fixed lease payments	154	37
Variable lease payments	1,735	1,158
Total amount of lease payments	1,889	1,195

The below table provides information on the total cash outflow from all leases during the year:


In € thousand	2020	2019
Principal paid	1,439	854
Interest paid	450	341
Short term and low value leases	188	213
Total amount paid	2,077	1,408

Other Financial Assets

12 Months Ended

Dec. 31, 2020

Other Financial Assets

Other Financial Assets

17.

Other Financial Assets

Other financials assets are as follows:


In € thousand	12/31/2020	12/31/2019	01/01/2019
Security deposits	2,096	906	189
Miscellaneous other non-current financial assets	16	12	11
Total non-current financial assets	2,112	918	200
Fixed term deposit	50,000	—	—
Promissory notes	676	—	—
Miscellaneous other current financial assets	—	4	20
Total current other financial assets	50,676	4	20

On May 14, 2020 the Group entered into a fixed deposit with a term of nine months and fixed interest rate of 0.02%. The deposit is not redeemable before maturity.

On July 31, 2020, the Group entered into a promissory note for a nominal amount of $500 thousand (€422 thousand) convertible into a variable number of shares of equity of the issuer. On December 23, 2020, the Group entered into another promissory note for a nominal amount of $250 thousand (€ 205 thousand) with the same conditions. Both promissory notes bear 7% interest annually and maturity is upon demand of Lilium GmbH after one year, however, can be converted earlier under certain conditions. Both promissory notes are measured at fair value through profit or loss according to IFRS 9.

A deposit in the amount of €120 thousand (December 31, 2019: €0 thousand; January 1, 2019: €0 thousand) is pledged as collateral for a furniture lease. Additional deposists in the amount of €1,976 thousand (December 31, 2019: €906 thousand; January 1, 2019: €189 thousand) are pledged as collaterals for facility leases.

Non-Financial Assets

12 Months Ended

Dec. 31, 2020

Non-Financial Assets

Non-Financial Assets

18.

Non-Financial Assets

Non-financial assets are as follows:


In € thousand	12/31/2020	12/31/2019	01/01/2019
Prepaid expenses	153	96	68
Total non-current non-financial assets	153	96	68
Value added tax claims	3,420	741	1,293
Prepaid expenses	1,284	748	468
Miscellaneous other current non-financial assets	1,070	233	59
Total current non-financial assets	5,774	1,722	1,820
Total non-financial assets	5,927	1,818	1,888

Non-current prepaid expenses contain prepayments for multi-year contracts. Miscellaneous other current non-financial assets mainly include the insurance claim amounting to €906 thousand (December 31, 2019: €0 thousand, January 1, 2019: €0 thousand) (refer to note 9).

Equity

12 Months Ended

Dec. 31, 2020

Equity

Equity

19.

Equity

Subscribed capital consists of common, seed, series A, B1 and B2 shares which have a nominal value of €1 each. Common shares and preferred shares (Seed, Series A, B1 and B2) have voting rights and are fully paid in. Preferred shares have certain additional rights in case of an exit or liquidity event, and 60% of the preferred share votes are required for certain fundamental decisions. As of December 31, 2020, there were additional 15,716 shares authorized for issue. The amount of common and preferred shares are as follows:

Common

Seed

(in units)

shares

Series A

Series B1

Series B2

Total

Issued and outstanding as of January 1, 2019

24,808

4,412

10,934

13,729

—

53,883

Issued Series B1 shares

—

373

—

373

Issued and outstanding as of December 31, 2019

24,808

4,412

10,934

14,102

—

54,256

Treasury shares

(72)

—

(72)

Issued Series B2 shares

—

14,847

Outstanding as of December 31, 2020

24,736

4,412

10,934

14,102

14,847

69,031

Issued as of December 31, 2020

24,808

4,412

10,934

14,102

14,847

69,103

In March 2020, the 2019 convertible loans were converted into 6,705 preferred B2 shares (included in the 14,847 preferred B2 shares issued during 2020).

Share premium represents additional consideration for shares above the nominal value of shares in issue less transaction cost that incurred for the share issuance. During 2020, there was an increase in share premium of €97,305 thousand from the issuance of 8,142 preferred B2 shares as a result of a capital increase. Transaction cost of €503 thousand have been deducted from the share premium. Additionally, upon the conversion of the 2019 convertible loans 6,705 shares were issued which resulted in an increase of €68,116 thousand in share premium. These increases were offset by a decrease of €763 thousand as a result of the buyback of 72 shares during 2020. Prior to January 1, 2019 transaction cost relating to the issuance of series A and B1 shares amounted to €993 thousand.

Other capital reserves consist of the impact of the conversion of convertible loans to equity and share-based payments reserve. Convertible loans issued in May 2019 and October 2019 resulted in a capital contribution amounting to €3,981 thousand as the conversion feature qualifies as an embedded equity derivative which was separated from the host contract at initial recognition. Additionally, a new convertible loan issued in March 2020 resulted in a capital contribution amounting to €34,084 thousand as the cash received exceeded the initial fair value of the convertible loan by this amount. Since the lender of this convertible loan was also a shareholder, this difference has been considered as a capital contribution. The share-based payments reserve is used to recognise the value of equity-settled share-based payments provided to employees, including key management personnel, as part of their remuneration. Refer to note 20 for further details of these plans.

Treasury shares represent the amount paid or payable for own shares held in treasury. During 2020, Lilium reacquired 72 of its own shares from its co-founders through a share buy-back. This reduced subscribed capital by €72 and reduced share premium by €763 thousand.

Accumulated loss contains the accumulation of results of operations from previous years.

Share-based Payments

12 Months Ended

Dec. 31, 2020

Share-based Payments

Share-based Payments

20.

Share-based Payments

Description of the ESOP

The Group maintains an Employee Stock Option Program (“ESOP”), originally established in 2017, which allows for the issuance of options to purchase ordinary shares to its employees and certain advisors. Share options typically follow a vesting schedule over a four-year period. 25% will vest after the one-year anniversary of the applicable vesting commencement data (the “Cliff Period”) and then monthly thereafter on a graded vesting basis through the end of the vesting period. Individuals must continue to provide services to a Group entity in order to vest. Upon termination, all unvested options are forfeited. There is no contractual life for the share options provided in the contract.

Options allocated and earned will be settled by Lilium in cash or equity shares if an exit event occurs (e.g. share purchase, asset purchase, initial public offering (“IPO”). In case of an exit event, the Company will notify the participants two weeks in advance of the exit event informing them of the number of vested options held by the participant and the deadline to exercise such vested options, which must be at least two weeks (the “exercise period”). The participants may only exercise the vested portion of their options upon an exit event and within the exercise period specified in the notice. If a participant does not exercise the vested portion of such participant´s options or if the exit notification is not duly submitted, the vested portion of the participant´s options may be settled in cash. Furthermore, the Company has the choice to settle the award in cash even if the participant timely exercises such options. Any options that are unvested as of the date of an exit event (“Accelerated Options”) will cliff vest after a period of 24 months starting from the exit event, or upon an earlier termination of service initiated by the Company without good cause. The Accelerated Options will be forefeited if, prior to vesting, the participant’s service is terminated by the Company for good cause or due to person-related or conduct-related reasons according to German labour law.

The manner of settlement in the form of cash or shares under the original terms of the ESOP implemented in 2017 (the “2017 ESOP”) was at the election of the holders and, accordingly, options granted under the 2017 ESOP were classified as cash-settled. In November 2020, the Company modified certain terms and conditions of the 2017 ESOP (the “2020 ESOP”), which included modifications to the manner of settlement and stipulated that the Company has the discretion to determine the form of settlement of the options. Furthermore, the definition of an exit event was extended to include an indirect IPO, such as a merger of the Company into a publicly-traded shell company, if certain additional conditions are met.

Letters were sent to all holders of options granted under the 2017 ESOP and each such holder was asked to provide acceptance of the amendments before the end of December 2020. Options granted to participants who were U.S. resident taxpayers at the time of grant were also revised to clarify that such awards would be functionally treated as restricted stock units for U.S. tax purposes, and such options would be automatically settled to the extent vested upon an exit event that occurs within eight years of the grant date, and would continue to be automatically settled on each vesting date. As of December 31, 2020, 89% of the holders of options granted under the 2017 ESOP accepted the terms of the modification, which triggered a change in the accounting treatment from cash-settled to equity-settled. Consequently, these options were remeasured at the modification date fair value and the liability was transferred to equity.

The remaining options continue to be classified as cash-settled awards. The settlement of these cash-settled awards is dependent upon an exit event, which is not probable as of December 31, 2020. The liability amounting to €6,948 thousand has been recognized as a contingent liability (refer to note 27). The carrying amount of the liability for the 2017 ESOP at December 31, 2020 was €0 thousand (December 31, 2019: €21,083 thousand; January 1, 2019: €13,203 thousand). The intrinsic value of the liability for options vested at December 31, 2020 was €0 thousand (December 31, 2019: €12,890 thousand; January 1, 2019: €6,554 thousand).

The grant date fair value of the equity-settled options was estimated for those participants who received options under the 2020 ESOP or who signed the revised agreement as of the reporting date which resulted in a capital reserve of €71,399 thousand as of December 31, 2020.

The expense recognized for participant services received during the year is shown in the following table:


In € thousand	2020	2019
Expense arising from equity-settled share-based payments	—	—
Expense arising from cash-settled share-based payments	50,316	7,880

The weighted average fair value of options granted during the year was €16,949 thousand (2019: €8,726 thousand). The exercise price for all options is €1.

Movements during the year

The following table illustrates the number and weighted average exercise prices (“WAEP”) of, and movements in, share options during the year:

Equity-settled options:


	2020		2019
	Number of	2020	Number of	2019
(in units)	options	WAEP	options	WAEP
Outstanding at January 1	—	—	—	—
Granted during the year	—	—	—	—
Forfeited during the year	—	—	—	—
Transferred from cash-settled	4,887	1	—	—
Outstanding at December 31	4,887	1	—	—

Cash-settled options:


	2020		2019
	Number of	2020	Number of	2019
(in units)	options	WAEP	options	WAEP
Outstanding at January 1	5,108	1	3,772	1
Granted during the year	980	1	1,467	1
Forfeited during the year	(379)	1	(131)	1
Transferred to Equity-settled	(4,887)	1	—	—
Outstanding at December 31	822	1	5,108	1

Total options vested during the year were 1,326 options (2019: 1,055 options). As of December 31, 2020, and 2019, and January 1, 2019, none of the options granted under the ESOP are exercisable and/or eligible to be settled because an exit event has not occurred.

Measurement of fair values

The following table lists the inputs to the models used for the ESOP for the years ended December 31, 2020 and 2019, respectively:


	12/31/2020		12/31/2019		01/01/2019
Discount for lack of marketability	5	%	10	%	10	%
Expected volatility (%)	154	%	116	%	101	%
Probability of direct IPO	0	%	50	%	60	%
Probability of indirect IPO	60	%	0	%	0	%
Probability of other scenarios	40	%	50	%	40	%

The expected volatility was based on an evaluation of the historical volatilities of comparable listed peer group companies. It reflects the assumption that the historical volatility is indicative of future trends, which may not necessarily be the actual outcome.

Other common inputs to option pricing models such as discount rate, dividends expected and expected term are not significant due to the low exercise price.

The fair value of the options at December 31, 2020 was derived from the estimated equity value of Lilium on that date because the beneficiary is entitled to shares of Lilium for a nominal amount in the case of an exit event. The value of the common shares was derived by applying a market approach on the basis of external financing rounds and an expected financing round valuation. With regards to the financing rounds, the liquidation preferences of the Seed shares, Series A, B1 and B2 shares (as described in note 19, Equity) were taken into account. A hybrid model between option pricing method and probability-weighted expected return method was used for the valuation. This led to a fair value of €17,297 per share at December 31, 2020.

The fair value of the options at December 31, 2019 was estimated based on the valuations underlying the financing rounds as this was the best indicator of the fair value at that time. For this purpose, the capital structure of each financing round based on the seniority level and the liquidation preferences of the shares was considered using an option pricing method by applying the backsolve model. This led to a fair value of €5,949 per share at December 31, 2019.

The fair value of the options at January 1, 2019 was similar to the approach applied for 2019, with the exception that a linear interpolation was performed for the equity value of the Company between two financing rounds. This led to a fair value of €5,893 per share at January 1, 2019.

Performance-based equity award

The Group has granted a performance-based equity award to a certain key management personnel as a bonus for successful fundraising which is accounted for as equity-settled. Upon successful financing, the recipient will receive a variable number of shares equal to an agreed percentage of the fundraising capital based upon the post-round valuation, capped at specific maximum funding amount. The compensation expense for awards with performance-based vesting conditions is recognized over the remaining service period when management determines that achievement of the performance condition is probable. The compensation cost of €591 thousand (2019: €0 thousand) is recorded in the general and administrative expenses.

Convertible Loans and Other Financial Liabilities

12 Months Ended

Dec. 31, 2020

Convertible Loans and Other Financial Liabilities

Convertible Loans and Other Financial Liabilities

21.

Convertible Loans and Other Financial Liabilities

Convertible loans and other financial liabilities are as follows:


in € thousand	12/31/2020	12/31/2019	01/01/2019
Other non-current financial liabilities	27	—	—
Other current financial liabilities	21	25	37
Convertible loans – host	84,287	66,353	n/a
Convertible loans – embedded derivative	14,948	—	n/a
Convertible loans	99,235	66,353	n/a

On May 16, 2019 the Group entered into a loan convertible to equity for an amount of €60,000 thousand. The loan bears 5% accruing interest and matures after fifteen months, or earlier upon the occurrence of certain conversion or termination events.

On October 16, 2019 the Group entered into a loan convertible to equity for an amount of €5,500 thousand. The loan bears 5% interest and matures after fifteen months or earlier upon the occurrence of certain conversion or termination events. As the loan was agreed with the same conditions for the new lenders as for the lenders of the first tranche in May 2019, but market conditions changed in the meantime, a day one loss occurred that was considered as part of the carrying amount of the loan.

Both loans were converted into equity in March 2020 before maturity (see note 19).

On March 11, 2020 the Group entered into a new loan convertible to equity for an amount of €85,900 thousand. The loan bears 2% accrued interest and matures on March 11, 2027, or earlier upon the occurrence of certain conversion or termination events. At initial recognition, a day one gain for the Group in the amount of €34,084 thousand incurred, as the consideration received exceeded the initial fair value of the convertible loan by this amount. As the lender is a shareholder at the same time, this amount was considered as additional capital contribution to the Group and was therefore recognized in equity without subsequent measurement.

The initial fair value of the convertible loans (including embedded derivatives) was determined by aggregating the valuations for the various expected conversion and termination events. Since all conversion events would lead to a conversion for a set fixed conversion price (however, for a variable number of shares), the value is derived as a forward contract embedded in the loan contract. The primary inputs used in the model include the share price at valuation date, probability of occurrence as well as expected timing of each possible conversion and termination event, borrower-specific credit spread and risk-free interest rate. Credit risk is model-implied and adjusted for movement in a credit spread to consider the investor’s higher risk in connection with a convertible instrument at each initial valuation date, and the risk-free interest rate is based on currency specific time congruent IBOR and swap rates. As probability of occurrence and expected timing of each relevant event as well as credit spreads were not observable in the market at initial recognition, especially these input parameters were highly judgemental. The following tables show the effect of reasonable changes of these input parameters on the initial fair value of the convertible loan (host contract) and the resulting equity effect as of March 11, 2020 (for the convertible loans issued in 2019, the hypothetical initial fair values would not significantly differ if unobservable input parameters were changed).


in € thousand	Fair value	Effect on
March 11, 2020	host contract	capital contribution
Base	52,090
Conversion 1 year later	43,678	8,412
Conversion 1 year earlier	61,582	(9,492)


in € thousand	Fair value	Effect on
March 11, 2020	host contract	capital contribution
Base	52,090
credit spread +10%	49,558	2,532
credit spread -10%	54,819	(2,730)

The Group assessed that the entire instrument is a liability and there is no component to be bifurcated as equity because some conversion features of the loan lead to a conversion into a variable number of shares and are not under the control of the Group. Instead, some of the embedded conversion and prepayment features were bifurcated and separately measured as one combined derivative financial liability at fair value through profit or loss, since they share the same risk exposure and are interdependent. The remaining debt component is measured as liability at amortized cost until it is converted into equity or becomes due for repayment.

Provisions

12 Months Ended

Dec. 31, 2020

Provisions

Provisions

22.

Provisions

Movement in provisions during the year is as follows:


			Unwinding
			of discount
			and changes
			in discount
In € thousand	12/31/2019	Additions	rate	12/31/2020
Provision for asset retirement obligations	124	44	7	175
Record retention obligations	39	4	—	43
Total non-current provisions	163	48	7	218
Provisions for severance payment	—	80	—	80
Total current provisions	—	80	—	80

Asset retirement obligations originate from the Company’s lease contracts (refer to note 16) and they are expected to incur in May 2027 at the lease contract end. Severance payments are expected to be paid to two former employees.

Post-Employment Benefits

12 Months Ended

Dec. 31, 2020

Post-Employment Benefits

Post-Employment Benefits

23.

Post-Employment Benefits

Defined contribution plans

The Group participates in defined contribution plans in the UK and Germany and are funded through payments by employees and by the Group to funds administered by third parties.

The Group’s expenses for these plans were €296 thousand (2019: €172 thousand). No assets or liabilities are recognised in the Group’s balance sheet in respect of such plans, apart from regular prepayments and accruals of the contributions withheld from employees’ wages and salaries and of the Group’s contributions. Contributions totalling €28 thousand (2019: €18 thousand) were payable to the fund at the reporting date and are included in creditors.

Defined benefit plans

Corporate post-retirement benefits are provided by the Group in Switzerland in accordance with local law through defined benefit plans. Current pension arrangements for employees in Switzerland are made through plans governed by the Swiss Federal Occupational Old Age, Survivors and Disability Pension Act (‘BVG’). The Group’s pension plans are administered by separate legal foundations, which are funded by regular employee and Company contributions. The final benefit is contribution based with certain guarantees regarding the benefits provided. Due to these guarantees, such Swiss pension plans are treated as defined benefit plans. In case the pension foundation becomes underfunded the employer together with the employees can be obliged to refinance a plan until the funding level has reached again 100%. Such measures might include increasing employee and Company contributions, lowering the interest rate on retirement account balances, reducing prospective benefits and a suspension of the early withdrawal facility. The Group in Switzerland is currently affiliated to a fully reinsured collective pension foundation which cannot become underfunded as all risks are reinsured with a life insurance company. However, the company is exposed to certain refinancing risk in the future as the current affiliation contract can be cancelled or amended by both contractual parties.

The present value of the defined benefit obligations and the fair value of the plan assets is as follows:


In € thousand	12/31/2020	12/31/2019	01/01/2019
Present value of funded obligations	433	304	18
Fair value of plan assets	240	178	10
Total post-employment benefit obligations	193	126	8

Reconciliation of the net defined benefit liability:


In € thousand	2020	2019
Net defined liability at January 1	126	8
Defined benefit cost recognized in consolidated statement of operations	48	21
Defined benefit cost recognized in other comprehensive income	44	114
Employer contributions	(25)	(20)
Currency effects	—	3
Net defined liability at December 31	193	126

Reconciliation of the amount recognized in the consolidated statement of financial position:


In € thousand	2020	2019
Employee benefit obligations as of January 1	304	18
Actuarial adjustments	44	87
thereof: experience adjustments	28	64
thereof: adjustments for financial assumptions	16	23
Current service cost	45	19
Interest expense	1	1
Currency effects	0	8
Employee contributions	25	20
Benefits paid	14	151
Employee benefit obligations recognized as of December 31	433	304

Reconciliation of the plan assets:


In € thousand	2020	2019
Fair value of plan assets as of January 1	178	10
Employer contributions	25	20
Employee contributions	25	20
Benefits paid	14	151
Administration expenses	(3)	(2)
Return on asset excl. interest income	(0)	(27)
Interest income	1	1
Currency effects	—	5
Fair value of plan assets as of December 31	240	178

The plan assets are primarily comprised of retirement savings accounts of participants. These retirement savings are 100% funded with qualifying insurance policies as the foundation has reinsured all of its liabilities with a life insurer.

The expense recognized in the consolidated statements of operations and other comprehensive income is made up as follows:


In € thousand	2020	2019
Actuarial gains (-) / losses (+) deriving from changes in financial assumptions	16	23
Actuarial gains (-) / losses (+) deriving from experience adjustments	28	64
Return on plan assets exc, interest income	—	27
Included in other comprehensive income	44	114
Current service cost	45	19
Interest income	(1)	(1)
Administrative expenses (effective)	3	2
Interest expense	1	1
Included in the consolidated statements of operations	48	21
Total included in the consolidated statements of operations and other comprehensive income	92	135

The current service cost is included as part of personnel costs within the respective functional area; interest cost relating to the obligation is a component of the result from financing activities.

For the year ended December 31, 2020, the Group expects to make payment contributions of €46 thousand.

The following were the principal actuarial assumptions as of:


	12/31/2020		12/31/2019		01/01/2019
Future salary increases	1.00	%	1.00	%	1.00	%
Inflation rate	0.20	%	0.20	%	0.20	%
Future pension increases	0.00	%	0.00	%	0.00	%
Discount rate	0.15	%	0.35	%	0.80	%

Sensitivity Analysis

The main actuarial assumptions that are used to calculate the provisions for post-employment benefits are the discount rate and the trend for future increases in post-employment benefit obligations. A reasonably possible increase, or respectively decrease, in the

significant actuarial assumptions would have had the following impact on the present value of the post-employment benefit obligations as of the respective reporting dates:


	2020		2019		2020		2019
Discount rate	0.25	%	0.25	%	(0.25)	%	(0.25)	%
Present value of the post-employment benefit obligations (in € thousand)	414		290		455		319
Salary increase	0.25	%	0.25	%	(0.25)	%	(0.25)	%
Present value of the post-employment benefit obligations (in € thousand)	434		304		433		304
Pension increase	0.25	%	0.25	%	(0.25)	%	(0.25)	%
Present value of the post-employment benefit obligations (in € thousand)	446		313		—		—

Duration

The average duration of the obligations is 19 years (December 31, 2019: 19 years).

Expected Benefit Payments

December 31, 2020

December 31, 2019

Trade and other Payables

12 Months Ended

Dec. 31, 2020

Trade and other Payables

Trade and other Payables

24.

Trade and other Payables

Trade and other payables are as followed:


In € thousand	12/31/2020	12/31/2019	01/01/2019
Trade payables	4,854	2,579	2,624
Accruals for outstanding invoices	6,238	216	27
Total trade and other payables	11,092	2,795	2,651

Other Non-Financial Liabilities

12 Months Ended

Dec. 31, 2020

Other Non-Financial Liabilities

Other Non-Financial Liabilities

25.

Other Non-Financial Liabilities

Other non-financial liabilities are as followed:


In € thousand	12/31/2020	12/31/2019	01/01/2019
Vacation accruals	1,680	1,173	602
Value added tax payables	1,477	—	—
Other tax liabilities	1,455	1,021	421
Miscellaneous other current non-financial liabilities	585	401	154
Total other non-financial liabilities	5,197	2,595	1,177

Other tax liabilities mainly comprise of personnel-related taxes. This also includes an uncertain tax position for personnel-related taxes. Miscellaneous other non-financial liabilities mainly result from personnel-related liabilities.

Financial Instruments

12 Months Ended

Dec. 31, 2020

Financial Instruments

Financial Instruments

26.

Financial Instruments

26.1

Carrying Amounts and Fair Value

The following tables disclose the carrying amounts of each class of financial instruments together with its corresponding fair value and the aggregated carrying amount per category.

Financial instruments, analyzed by classes and categories


	12/31/2020
		Carrying
In € thousand	Category	amount	Fair value
Financial assets, by class
Cash and cash equivalents	AC	102,144	n/a
Fixed term deposit	AC	50,000	n/a
Promissory notes	FVTPL	676	676
Security deposits	AC	2,096	2,096
Other financial assets	AC	16	16
Total financial assets		154,932
Financial liabilities, by class
Trade and other payables	AC	11,092	n/a
Convertible loans – host contract	AC	84,287	105,007
Convertible loans – embedded derivative	FVTPL	14,948	14,948
Other financial liabilities	AC	48	48
Total financial liabilities		110,375


		Carrying
Thereof aggregated to categories according to IFRS 9		amount
Financial assets measured at amortised cost (AC)		154,256
Financial assets measured at FVTPL		676
Financial liabilities measured at FVTPL		14,948
Financial liabilities measured at amortised cost (AC)		95,427

Financial instruments, analyzed by classes and categories


	12/31/2019
		Carrying
In € thousand	Category	amount	Fair value
Financial assets, by class
Cash and cash equivalents	AC	59,571	n/a
Promissory notes	FVTPL	n/a	n/a
Security deposits	AC	910	910
Other financial assets	AC	12	12
Total financial assets		60,493
Financial liabilities, by class
Trade and other payables	AC	2,795	n/a
Convertible loans – host contract	AC	66,353	76,189
Convertible loans – embedded derivative	FVTPL	n/a	n/a
Other financial liabilities	AC	25	25
Total financial liabilities		69,173


		Carrying
Thereof aggregated to categories according to IFRS 9		amount
Financial assets measured at amortised cost (AC)		60,493
Financial assets measured at FVTPL		n/a
Financial liabilities measured at FVTPL		n/a
Financial liabilities measured at amortised cost (AC)		69,173

Financial instruments, analyzed by classes and categories


	01/01/2019
		Carrying
In € thousand	Category	amount	Fair value
Financial assets, by class
Cash and cash equivalents	AC	47,139	n/a
Security deposits	AC	189	189
Other financial assets	AC	31	31
Total financial assets		47,359
Financial liabilities, by class
Trade and other payables	AC	2,651	n/a
Convertible loans – host contract	AC	n/a	n/a
Convertible loans – embedded derivative	FVTPL	n/a	n/a
Other financial liabilities	AC	37	n/a
Total financial liabilities		2,688


		Carrying
Thereof aggregated to categories according to IFRS 9		amount
Financial assets measured at amortised cost (AC)		47,359
Financial assets measured at FVTPL		n/a
Financial liabilities measured at FVTPL		n/a
Financial liabilities measured at amortised cost (AC)		2,688

Except for the promissory notes and the convertible loans (both host contract and embedded derivative), which are categorized in level 3 of the fair value hierarchy, all other financial instruments are categorized in level 2 of the fair value hierarchy.

Fair Values in level 2 are expected cashflows discounted using market-based credit risk adjusted interest rate curves that are applicable for the Group and specific for the residual term of each financial instrument.

The fair value of the promissory notes is calculated using a trinomial tree approach, set to optional conversion at an expected date. The primary inputs used in the model include the borrower’s share price at valuation date, probability of occurrence of each possible conversion and termination event, borrower-specific credit risk and risk-free interest rate. While the risk-free interest rate is based on currency specific time congruent IBOR and swap rates, the credit risk and stock prices of the borrower are not observable in a market and therefore highly judgemental. For a sensitivity of the fair value to reasonable changes of the borrower’s share price, see note 26.2.

The fair value of the embedded derivatives that were bifurcated from the convertible loan issued in 2020 is determined by aggregating the valuations for the various expected conversion and termination events. Since all events would lead to a conversion for a set fixed conversion price (however, for a variable number of shares), the value is derived as a forward contract embedded in the loan contract. The primary inputs used in the model include the own share price at valuation date, probability of occurrence of each possible conversion and termination event, borrower-specific credit spread and risk-free interest rate. Credit risk is model-implied and adjusted for movement in credit spreads to consider the investor’s higher risk in connection with this convertible instrument at each valuation date, and the risk-free interest rate is based on currency specific time congruent IBOR and swap rates. As credit spreads and stock prices are not observable in a market, especially these input parameters are highly judgemental. The following tables show the

effect of reasonable changes of the most significant input parameters on the fair values of the embedded derivatives as of December 31, 2020.


				Effect on
in € thousand			Value	financial
December 31, 2020	Share Price		derivative	result
Base	0	%	14,948
Up	10	%	18,815	(3,867)
Down	(10)	%	11,081	3,867


				Effect on
in € thousand			Value	financial
December 31, 2020	Credit Spread		derivative	Result
Base	0	%	14,948
Up	10	%	14,282	666
Down	(10)	%	15,646	(698)

Financial instruments, changes in Fair Value of level 3 instruments


		Convertible loan –
		embedded
In € thousand	Promissory Notes	derivative
January 1, 2019	—	—
Initial recognition	—	516
Changes from fair value remeasurement	—	(516)
December 31, 2019	—	—
Initial recognition	622	(274)
Changes from fair value remeasurement	58	15,222
Foreign exchange effects	(4)	—
December 31, 2020	676	14,948

The net gains and losses for each of the financial instrument measurement categories were as follows:


	Subsequent measurement
		Foreign		Increase	Reversals
2020		exchange		in loss	of loss	Total per
In € thousand	Interest	conversion	Fair value	allowance	allowance	category
Financial assets measured at amortized cost	(83)	—	—	—	—	(83)
Financial liabilities measured at amortized cost	(33,960)	(98)	—	—	—	(34,058)
Financial assets and liabilities measured at fair value through profit or loss	—	(4)	(15,164)	—	—	(15,168)
Total	(34,043)	(102)	(15,164)	—	—	(49,309)


	Subsequent measurement
		Foreign		Increase	Reversals
2019		exchange		in loss	of loss	Total per
In € thousand	Interest	conversion	Fair value	allowance	allowance	category
Financial assets measured at amortized cost	(39)	—	—	—	—	(39)
Financial liabilities measured at amortized cost	(5,350)	(38)	—	—	—	(5,388)
Financial assets and liabilities measured at fair value through profit or loss	—	—	516	—	—	516
Total	(5,389)	(38)	516	—	—	(4,911)

The total interest income for financial assets that are not measured at fair value through profit or loss is €18 thousand (2019: €0 thousand), while the total interest expense for these financial assets is €101 thousand (2019: €40 thousand). The total interest expense for financial liabilities that are not measured at fair value through profit or loss is €33,960 thousand (2019: €5,350 thousand).

26.2

Financial Instrument Risk Management Objectives and Policies

The Group is exposed especially to market risk (especially foreign exchange risk) and liquidity risk. The Group’s senior management oversees the management of these risks. Credit risk and equity price risk is considered insignificant for the Group.

The CFO in combination with Treasury provides assurance to the Group’s senior management that the Group’s financial risk activities are governed by appropriate procedures and that financial risks are identified, measured and managed in accordance with the Group’s risk objectives. The Executive Board reviews and agrees procedures for managing each of these risks, which are summarized below.

Management regularly reviews the Group’s risk management objectives to ensure that risks are identified and managed appropriately. The Executive Board is made aware of and reviews management’s risk assessments prior to entering into significant transactions.

Credit Risk

The following tables provide information about the exposures to credit risk for all financial assets that are not measured at fair value through profit or loss and therefore are generally subject to the impairment regulations of IFRS 9. The most significant part is cash or cash equivalents. Due to its short-term character, no significant credit risk arises, and therefore no impairment has been recorded for 2020 and 2019 respectively.


			Gross	Impairment
	Equivalent to external	Weighted-average	carrying	loss	12/31/2020
in € thousand	credit rating S&P	loss rate	amount	allowance	Credit-impaired
Grades 1-6: Low risk	BBB- to AAA	—	154,256	—	No


			Gross	Impairment
	Equivalent to external	Weighted-average	carrying	loss	12/31/2019
in € thousand	credit rating S&P	loss rate	amount	allowance	Credit-impaired
Grades 1-6: Low risk	BBB- to AAA	—	60,493	—	No


			Gross	Impairment
	Equivalent to external	Weighted-average	carrying	loss	01/01/2019
in € thousand	credit rating S&P	loss rate	amount	allowance	Credit-impaired
Grades 1-6: Low risk	BBB- to AAA	—	47,359	—	No

Equity Price Risk

The Group has invested into promissory notes in 2020 with a total nominal amount of €627 thousand ($750 thousand, for details see note 17), whose fair value depends (among other variables) on the share price of the investee. A reasonably possible increase (decrease) in the share price by 10%, with all other variables held constant, would lead to a gain (loss) before tax of €73 thousand with a corresponding effect in the financial result.

While the fair value of the convertible loans is sensitive to a change in the Group’s own share price (see sensitivity analysis in note 26.1), this is no economic risk for the Group as an increase or decline in the Group’s own share price will not lead to additional cash outflows at the time of the conversion.

Foreign Currency Risk

The Group operates globally and is exposed to foreign exchange risk arising from exposure to various currencies in the ordinary course of business. The Group’s exposures primarily consist of the British pound (“GBP”), Swiss Franc (“CHF”), US Dollar (“USD”) and Euro (“EUR”). Foreign exchange risk mainly arises from commercial transactions that resulted in recognized financial assets and liabilities denominated in a currency other than the local functional currency.

The following tables demonstrate the sensitivity to a reasonably possible change in foreign exchange rates (i.e. the currency that is not the functional currency), with all other variables held constant. The impact on the Group’s profit or loss before tax is due to changes in the carrying amount of monetary assets and liabilities.

The following table presents the sensitivity of a change in EUR for Lilium Aviation UK Ltd (functional currency: GBP):


		Change on profit before tax
EUR per GBP	Change in EUR rate	(in € thousand)
2020	+10% = Rate: 1.2235	33
Rate: 1.1123	-10% = Rate: 1.0011	(40)
2019	+10% = Rate: 1.2929	13
Rate: 1.1754	-10% = Rate: 1.0578	(16)

The following tables present the sensitivity of a change in material foreign currencies for the Group entities where the functional currency is EUR:


		Change on profit before tax
USD per EUR	Change in USD rate	(in € thousand)
2020	+10% = Rate: 1.3498	(47)
Rate: 1.2271	-10% = Rate: 1.1044	58
2019	+10% = Rate: 1.2357	4
Rate: 1.1234	-10% = Rate: 1.0111	(5)

Liquidity Risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting its obligations associated with its financial liabilities as they fall due. The Group is expanding very rapidly which results in increasingly stringent requirements regarding the corporate planning for budgeting and procuring of financial resources in such a way that the development program of the Lilium Jet is not delayed. Consequently, the continuation of development is based on the Group’s ability to raise financing from investors in the form of various financing rounds. The Group ensures that the supply of liquidity is always sufficient to settle financial liabilities that are due for payment. Liquidity is evaluated and maintained using forecasts based on fixed planning horizons covering several months and through the cash and cash equivalent balances that are available.

The following table provides details of the (undiscounted) cash outflows of financial liabilities (including interest payments). Note that the Group expects the convertible loans to be settled in own equity instruments. Therefore, the probability of an outflow of the below disclosed cash amount is remote.


				12/31/2020
in € thousand	2021	2022	2023 to 2025	2026 and thereafter
Lease liabilities	2,006	1,962	5,767	2,869
Convertible loans	88,013	—	—	—
Trade and other payables	11,092	—	—	—
Other financial liabilities	21	27	—	—


				12/31/2019
in € thousand	2020	2021	2022 to 2024	2025 and thereafter
Lease liabilities	1,417	1,420	4,088	3,133
Convertible loans	138,970	—	—	—
Trade and other payables	2,795	—	—	—
Other financial liabilities	25	—	—	—

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Interest rate risks from financial instruments can in general arise in connection with financial liabilities,

including borrowings under the Group’s existing working capital and equipment financing facilities. Fixed rate securities may have their market value adversely impacted due to a rise in interest rates. Our cash equivalents and investment portfolio can also be subject to market risk due to changes in interest rates. The Group is required to pay negative interest on cash accounts if and to the extent certain thresholds are exceeded. Banks are adjusting the negative interest rate depending on changes of the respective reference rates set by central banks, but not necessarily immediately after a reference rate has been changed and not necessarily to the same extent. Considering existing thresholds, a hypothetical reasonable increase or decrease of 10 basis points in interest rates would not have a significant effect on the Group’s financial statements.

Capital Management

For the purpose of the Group’s capital management, capital includes all share capital and other equity reserves attributable to the equity holders. The primary objectives of capital management are to support operating activities and maximize the shareholder value through investment in the development activities of the Group.

Based on the ongoing development of the Lilium Jet, the Company has to rely almost exclusively on equity funding by its shareholders and debt financing until the Group can refinance itself in the future from marketable products as a result of successful development projects. The Group’s finance department reviews the total amount of cash of the Group on a monthly basis. As part of this review, management considers the total cash and cash equivalents, the cash outflow, currency translation differences and funding activities. The Group monitors cash using a burn rate. The cash burn rate is defined as the average monthly net cash flow from operating and investing activities during a financial year.

The Company is not subject to externally imposed capital requirements. The objectives of the Group’s capital management were achieved in the reporting year. No changes were made in the objectives, policies or processes for managing cash during the years ended December 31, 2020 and 2019.

26.3

Reconciliation of changes in liabilities arising from financing activities


	Convertible	Lease
In € thousand	loans	liabilities	Total
Statement of Financial Position as of December 31, 2019	66,353	8,715	75,068
Proceeds from convertible loans	85,900	—	85,900
Principal elements of lease payments	—	(1,439)	(1,439)
Interest paid	—	(450)	(450)
Change in the cash flow from financing activities	85,900	(1,889)	84,011
Additions to lease liabilities due to new lease contracts	—	3,842	3,842
Fair value changes	15,222	—	15,222
Interest expenses	33,960	450	34,410
Capital contributions	(102,200)	—	(102,200)
Statement of Financial Position as of December 31, 2020	99,235	11,118	110,353


	Convertible	Lease
In € thousand	loans	liabilities	Total
Statement of Financial Position as of January 1, 2019	—	7,036	7,036
Proceeds from convertible loans	65,500	—	65,500
Principal elements of lease payment	—	(854)	(854)
Interest paid	—	(341)	(341)
Change in the cash flow from financing activities	65,500	(1,195)	64,305
Additions to lease liabilities due to new lease contracts	—	2,533	2,533
Fair value changes	(516)		(516)
Interest expenses	5,350	341	5,691
Capital contributions	(3,981)		(3,981)
Statement of Financial Position as of December 31, 2019	66,353	8,715	75,068

Commitments and Contingencies

12 Months Ended

Dec. 31, 2020

Commitments and Contingencies.

Commitments and Contingencies

27.

Commitments and Contingencies

The Company has various lease contracts that have not yet commenced as at December 31, 2020. The future lease payments for these non-cancellable lease contracts are €249 thousand within one year, €1,174 thousand between one and five years and €848 thousand thereafter.

As mentioned in the note 20, 11% of the ESOP participants have not signed the 2020 ESOP as of December 31, 2020 and are still classified as cash-settled options. Based on the contract terms, the liability for such options is settled upon occurrence of an exit event. As of December 31, 2020, the exit event is not probable in the near future. Therefore, the liability is classified as contingent depending upon the determination of an exit event in the future amounting to €6,948 thousand. The liability is calculated based on the vesting schedule per contract terms and which will be assessed continually to determine whether circumstances have changed, and the exit event becomes probable.

Further, the Company has commitments of €2.4 million to acquire items of property, plant & equipment and commitments of €0.6 million to acquire items of intangible assets.

Related Party Disclosures

12 Months Ended

Dec. 31, 2020

Related Party Disclosures

Related Party Disclosures

28.

Related Party Disclosures

Transactions with Key Management

Key management personnel have been defined as the members of the Advisory Board and Senior Leadership Team of Lilium. The Company had entered into a short-term consultancy contract with one of the key management personnel before his appointment as an employee; total remuneration paid amounted to €66 thousand (2019: €0 thousand). During 2020, the Company purchased 18 shares each from the four co-founders for a total consideration of EUR 763 thousand (2019: €0 thousand). These shares were reacquired at fair value.

The annual remuneration and related compensation costs recognized as expense during the reporting period is comprised of the following:


In € thousand	2020	2019
Short-term employee benefits	1,966	1,219
Share-based payment remuneration (2020: 1,484 options; 2019: 1,400 options)	14,875	1,835

Short-term benefits

Short-term benefits include salaries, bonus and other benefits such as medical, death and disability coverage, Company car and other usual facilities as applicable.

Share-based payment remuneration

The share-based payment remuneration represents the compensation cost of ESOP and the performance-based equity award. Refer to note 20.

Transactions with related parties

During the year ended December 31, 2019, certain related parties having significant influence over the Company contributed to 271 Series B1 shares at par. Additionally, the Group entered into loans convertible to equity of €48,500 thousand with related parties having significant influence over the Company. This resulted in an increase of capital reserve of €50,515 thousand.

During the year ended December 31, 2020, the 2019 loans were converted into 4,972 Series B shares in March 2020. The Group entered into another loan convertible to equity of €85,900 thousand with a related party having significant influence over the Company; the entire loan is outstanding as of the reporting date. Additionally, certain related parties having significant influence over the Company contributed 4,853 Series B2 shares. This resulted in an increase in capital reserve of €57,998 thousand.

Balances held by entities with significant influence over the Company is as follows:


(In € thousand)	12/31/2020	12/31/2019	01/01/2019
Share capital	35	25	25
Capital reserves	174,998	66,479	66,479

Events after the Reporting Period

12 Months Ended

Dec. 31, 2020

Events after the Reporting Period

Events after the Reporting Period

29.

Events after the Reporting Period

In January 2021 the Group entered into a new convertible loan convertible to equity for an amount of €1,850 thousand.

On March 10, 2021 entered into a Share Purchase Agreement according to which the Lilium Group acquired 25.72% of the shares of a development partner for a purchase price of €8,409 thousand ($10,000 thousand).

In March 2021 the Group granted another promissory note for a nominal amount of €1,048 thousand ($1,250 thousand) with the similar conditions as for the other promissory notes.

On March 26, 2021 the convertible loan of € 85,900 thousand and the accrued interest were converted into series B2 shares. In order to facilitate the transaction the Company issued 7,187 series B2 shares.

On March 30, 2021 Lilium entered into a business combination agreement with Qell Acquisition Corp. (“Qell”), a non-operating shell company, according to which Lilium and Qell will be merged.

Subsequent to year end, an additional 3.83% of employees signed Letters accepting the modifications to the terms of their ESOP grants.

First-time Adoption of IFRS

12 Months Ended

Dec. 31, 2020

First-time Adoption of IFRS

First-time Adoption of IFRS

30.

First-time Adoption of IFRS

These consolidated financial statements, for the year ended December 31, 2020, are the first consolidated financial statements the Group has prepared in accordance with IFRS. Each legal entity prepared its financial statements in accordance with local generally accepted accounting principles (“Local GAAP”). Accordingly, the Group has prepared consolidated financial statements that comply with IFRS applicable as of December 31, 2020, together with the comparative period data for the year ended December 31, 2019, as described in the summary of significant accounting policies. In preparing the consolidated financial statements, the Group’s consolidated opening statement of financial position was prepared as of January 1, 2019, the Group’s date of transition to IFRS. Historically, consolidated financial statements were not prepared under local GAAP, consequently, these are the first consolidated financial statements prepared and a reconciliation from Local GAAP to IFRS is not possible.

Exemptions applied

All relevant mandatory exemptions have been applied. Additionally, IFRS 1 allows first-time adopters certain exemptions from the retrospective application of certain requirements under IFRS.

The Group has applied the exemption to deem cumulative currency translation difference for all foreign operations to be zero as of January 1, 2019.

The Group assessed all contracts existing at January 1, 2019 to determine whether a contract contains a lease based upon the conditions in place at the date of transition. Lease liabilities were measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate (“IBR”) and the right-of-use assets were measured at the amount equal to the lease liabilities. At January 1, 2019, the impact of renewal options that are reasonably certain to be exercised has been assessed as significant for the Group.

As a lessee, Lilium applied exemptions on a lease-by-lease basis at the date of transition to IFRS as follows:

●

a single discount rate was applied to a portfolio of leases with reasonably similar characteristics;

●

leases with a lease term ending within 12 months of the date of transition were accounted for as if they were short-term leases;

●

for low value assets, the Group has recognized lease payments as an expense on a straight-line basis over the lease term;

●

initial direct costs were excluded from the measurement of the right of use asset at the date of transition to IFRS; and

●

hindsight was applied in determining the lease term if the underlying lease contract contains options to extend or terminate the lease.

Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2020

Significant Accounting Policies

Intangible assets

Intangible assets

Research and development costs

In developing this novel eVTOL technology the Group is incurring significant research and development costs.

The costs for internally generated research and development are expensed when incurred. A portion of costs for internally generated development is capitalized if:

●

the product or process is technically feasible;

●

adequate resources are available to successfully complete the development;

●

the benefits from the assets are demonstrated;

●

the costs attributable to the projects are reliably measured;

●

the Group intends to produce and market or use the developed product or process and can demonstrate its market relevance.

Purchased intangibles


		Useful life
Software		2 – 15 years
Purchased concessions, rights and other intangible assets		10 – 20 years

Impairment tests

Impairment tests

Property, Plant and Equipment

Property, Plant and Equipment

Borrowing costs are capitalized as part of the underlying asset under construction if there is a qualifying asset.

Depreciation is calculated on a straight-line basis based on the following useful lives:


		Useful life
Rights to land and buildings including leasehold improvements		2 – 9 years
Technical equipment and machinery		3 – 25 years
Office and other equipment		3 – 13 years
Vehicles		5 – 11 years

Assets qualifying as low value assets with a value of €1 thousand are aggregated into groups and depreciated over a useful life of 5 years.

Leases

Leases

Main components of the lease payments included in the measurement of the lease liability comprise the following:

●

fixed lease payments;

●

variable lease payments that are linked to an index (consumer price index);

●

lease payments in an optional renewal period if the Group is reasonably certain to exercise an extension option.

Assets related to retirement obligations for leased buildings are included in the cost of right of use assets for the respective underlying building lease.

Group does not have any contracts as a lessor on the date of statement of financial position.

Non-financial Assets

Non-financial Assets

Cash and Cash Equivalents

Cash and Cash Equivalents

Financial Instruments

Financial Instruments

Financial assets

Impairment of financial assets — expected credit losses (“ECLs”)

Financial liabilities

The Group’s financial liabilities include trade and other payables, lease liabilities (see note 16), convertible loans (including embedded derivatives) and other financial liabilities.

Convertible Loans

The conversion features and other repayment options provided for in the contract are identified as a combined embedded derivative if they share the same risk exposure and are interdependent.

Income Taxes

Income Taxes

Current income taxes

Deferred taxes

Deferred tax assets and deferred tax liabilities are not discounted.

Deferred taxes are always classified as non-current.

Provisions

Provisions

Fair Values of Assets and Liabilities

Fair Values of Assets and Liabilities

●

Level 1: contains the use of unadjusted quoted prices in active markets for identical assets or liabilities

●

Level 2: inputs are other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly

●

Level 3: inputs are based on unobservable market data

Further information about the assumptions made in measuring fair values is included in note 26.1.

The Group recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

Share-based Payments

Share-based Payments

Refer to note 20 for the measurement approach of the fair value of options.

Pension Benefits

Pension Benefits

Past service costs are recognised in profit or loss on the earlier of:

●

The date of the plan amendment or curtailment, and

●

The date that the Group recognises related restructuring costs

●

Service costs comprising current service costs, past-service costs, gains and losses on curtailments,

●

Non-routine settlements, and

●

Net interest expense or income

Non-financial Liabilities

Non-financial Liabilities

Non-financial liabilities are recognized at their nominal amounts.

Revenue Recognition

Revenue Recognition

Government Grants

Government Grants

New Standards and Interpretations not yet adopted by the Group

New Standards and Interpretations not yet adopted by the Group

Basis of Preparation (Tables)

12 Months Ended

Dec. 31, 2020

Basis of Preparation

Schedule of equity interest owned by the company in subsidiaries


			% equity interest owned by
			Lilium GmbH
	Country of	Date of
Name	incorporation	incorporation	12/31/2020		12/31/2019		01/01/2019
Lilium Aviation Inc.	United States	July 1, 2020	100.0	%
Lilium Schweiz GmbH	Switzerland	December 8, 2017	100.0	%	100.0	%	100.0	%
Lilium Aviation UK Ltd.	United Kingdom	December 20, 2017	100.0	%	100.0	%	100.0	%
Lilium eAircraft GmbH	Germany	August 17, 2020	100.0	%

Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2020

Significant Accounting Policies

Schedule of purchase of intangible assets


		Useful life
Software		2 – 15 years
Purchased concessions, rights and other intangible assets		10 – 20 years

Schedule of estimated useful lives of property plant and equipment


		Useful life
Rights to land and buildings including leasehold improvements		2 – 9 years
Technical equipment and machinery		3 – 25 years
Office and other equipment		3 – 13 years
Vehicles		5 – 11 years

Research and Development Expenses (Tables)

12 Months Ended

Dec. 31, 2020

Research and Development Expenses

Schedule of research and development expenses


In € thousand	2020	2019
Personnel expenses	66,726	26,712
Professional services	8,448	2,472
Materials	8,253	5,012
Depreciation/amortization	2,829	1,404
Other research and development expenses	4,089	2,536
Total research and development expenses	90,345	38,136

General and Administrative Expenses (Tables)

12 Months Ended

Dec. 31, 2020

General and Administrative Expenses

Schedule of general and administrative expenses


In € thousand	2020	2019
Personnel expenses	21,339	8,844
Professional services	8,483	2,615
Software cost	1,897	1,250
Depreciation/amortization	1,289	896
Other administrative expenses	2,398	1,832
Total administrative expenses	35,406	15,437

Selling Expenses (Tables)

12 Months Ended

Dec. 31, 2020

Selling Expenses

Selling Expenses


In € thousand	2020	2019
Personnel expenses	13,270	3,358
Professional services	1,196	327
Depreciation/amortization	41	34
Other selling expenses	765	926
Total selling expenses	15,272	4,645

Other Income (Tables)

12 Months Ended

Dec. 31, 2020

Other Income

Schedule of other income


In € thousand	2020	2019
Insurance recoveries	1,906	—
Grants received from the German government	307	53
Income from other grants	42	—
Other miscellaneous income	91	23
Total other income	2,346	76

Other Expenses (Tables)

12 Months Ended

Dec. 31, 2020

Other Expenses

Schedule of other expenses


In € thousand	2020	2019
Foreign currency losses	107	56
Miscellaneous other items	23	2
Total other expenses	130	58

Financial Result (Tables)

12 Months Ended

Dec. 31, 2020

Financial Result

Schedule of financial results


In € thousand	2020	2019
Finance income	80	518
thereof: fair value changes	58	516
Finance expenses	(49,741)	(5,736)
thereof: interest portion of lease payments	(450)	(341)
thereof: fair value changes	(15,222)	—
thereof: interest on convertible loans	(33,960)	(5,350)
Financial result	(49,661)	(5,218)

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2020

Income Taxes

Schedule of reconciliation of expected tax expense and reported tax expense


In € thousand	2020		2019
Profit (Loss) before income tax	(188,381)		(63,418)
Income tax rate	27.55	%	27.55	%
Expected income taxes on this	51,899		17,472
Effects deriving from differences to the expected tax rate	54		(3)
Other non-deductible expenses and taxes	(238)		(312)
Changes in the realization of deferred tax assets	(22,371)		(18,978)
Other	(29,390)		1,760
Income tax as per statement of operations	(46)		(61)
Effective tax rate in %	0.0	%	(0.1)	%

Schedule of Deferred taxes


	Deferred tax assets			Deferred tax liabilities
In € thousand	12/31/2020	12/31/2019	01/01/2019	12/31/2020	12/31/2019	01/01/2019
Non-current assets	206	338	—	191	2	5
Intangible assets	203	336	—	—	—	1
Property, plant and equipment	—	—	—	3	2	4
Financial assets	3	2	—	188	—	—
Current assets	1	23	1	—	—	12
Inventories	1	2	1	—	—	—
Receivables and other assets	—	21	—	—	—	12
Non-current liabilities	1	144	16	9	—	—
Provisions	—	1	—	9	—	—
Liabilities	1	143	16	—	—	—
Current liabilities	55	4	—	63	507	—
Provisions	0	—	—	62	—	—
Liabilities	55	4	—	1	507	—
Gross value	263	509	17	263	509	17
Netting	(263)	(509)	(17)	(263)	(509)	(17)
Recognition in the statement of financial position	—	—	—	—	—	—

Schedule of tax attributes (gross)


In € thousand	12/31/2020	12/31/2019	01/01/2019
Corporation tax loss carryforwards	129,704	42,056	41,343
Trade tax loss carryforwards	128,889	41,657	41,197
Interest carryforwards	14,879	9,555	—

Schedule of deductible temporary differences and tax loss and interest carryforwards


	Deferred tax assets on
	Temporary		Interest carry
In € thousand	differences	Tax losses	forward	Total
Unrecognized deferred tax assets as of January 1, 2019	3,834	11,373	—	15,207
Addition	16,479	167	2,352	18,998
Unrecognized deferred tax assets as of December 31, 2019	20,313	11,540	2,352	34,205
Addition	—	24,099	1,311	25,410
Deductions	(3,037)	—	—	(3,037)
Unrecognized deferred tax assets as of December 31, 2020	17,276	35,639	3,663	56,578

Earnings per Share (Tables)

12 Months Ended

Dec. 31, 2020

Earnings per Share

Schedule of income and share data used in the basic and diluted EPS calculations


	2020	2019
Loss attributed to equity shareholders (in € thousand)	(188,427)	(63,479)
Weighted average number of ordinary shares outstanding	67,992	59,231
Basic and diluted EPS (in €)	(2,771)	(1,072)

Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2020

Intangible Assets

Schedule of intangible assets


		Purchased concessions,
		rights and other
In € thousand	Software	intangible assets	Total
Costs of acquisition
January 1, 2020	1,241	89	1,330
Additions	1,188	24	1,212
Disposals	(28)	(5)	(33)
December 31, 2020	2,401	108	2,509
Accumulated amortization/write downs
January 1, 2020	481	7	488
Amortization	642	6	648
Impairment	18	0	18
Disposals	(16)	(1)	(17)
December 31, 2020	1,125	12	1,137
Carrying amount:
January 1, 2020	760	82	842
December 31, 2020	1,276	96	1,372


		Purchased concessions,
		rights and other
In € thousand	Software	intangible assets	Total
Costs of acquisition
January 1, 2019	738	58	796
Additions	503	31	534
December 31, 2019	1,241	89	1,330
Accumulated amortization/write downs
January 1, 2019	206	5	211
Amortization	275	2	277
December 31, 2019	481	7	488
Carrying amount:
January 1, 2019	532	53	585
December 31, 2019	760	82	842

Property, Plant and Equipment (Tables)

12 Months Ended

Dec. 31, 2020

Property, Plant and Equipment

Schedule of Property, plant and equipment

Rights to land

and buildings

Technical

Office and

Assets

and leasehold

equipment

other

under

In € thousand

improvements

Vehicles

and machinery

equipment

construction

Total

Costs of acquisition or construction:

January 1, 2020

10,272

109

2,626

3,736

634

17,377

Additions

4,795

1,268

1,873

3,479

11,466

Disposals

—

(37)

(43)

—

(80)

Transfers

607

—

2,338

(2,969)

—

Indexation impact

100

—

100

December 31, 2020

15,774

160

6,195

5,590

1,144

28,863

Accumulated depreciation:

January 1, 2020

1,170

236

1,265

—

2,677

Depreciation

1,887

408

1,164

—

3,493

Disposals

—

(4)

(18)

—

(22)

December 31, 2020

3,057

640

2,411

—

6,148

Carrying amount:

January 1, 2020

9,102

103

2,390

2,471

634

14,700

December 31, 2020

12,717

120

5,555

3,179

1,144

22,715

Rights to land

and buildings

Technical

Office and

Assets

and leasehold

equipment

other

under

In € thousand

improvements

Vehicles

and machinery

equipment

construction

Total

Costs of acquisition or construction:

January 1, 2019

7,631

366

2,162

351

10,528

Additions

2,667

969

1,435

1,687

6,849

Disposals

—

Transfers

(26)

—

1,291

139

(1,404)

—

December 31, 2019

10,272

109

2,626

3,736

634

17,377

Accumulated depreciation:

January 1, 2019

509

—

620

Depreciation

1,128

168

756

—

2,057

Disposals

—

December 31, 2019

1,170

236

1,265

—

2,677

Carrying amount:

January 1, 2019

7,589

298

1,653

351

9,908

December 31, 2019

9,102

103

2,390

2,471

634

14,700

Schedule of Property, plant and equipment is distributed among geographical areas


In € thousand	12/31/2020	12/31/2019	01/01/2019
Germany	11,723	6,004	2,807
United Kingdom	38	9	—
United States	10	—	—
Switzerland	3	—	—
Total property, plant and equipment	11,774	6,013	2,807

Leases (Tables)

12 Months Ended

Dec. 31, 2020

Leases

Schedule of right-of-use assets and lease liabilities


			Technical	Office
	Rights to		equipment	and other
In € thousand	buildings	Vehicles	and machinery	equipment	Total
January 1, 2019	7,076	3	—	22	7,101
Additions to right-of-use assets	1,961	89	503	46	2,599
Depreciation	(984)	(4)	(7)	(18)	(1,013)
December 31, 2019	8,053	88	496	50	8,687
Additions to right-of-use assets	3,757	20	—	8	3,785
Depreciation	(1,535)	(31)	(35)	(30)	(1,631)
Indexation impact	100	—	—	—	100
December 31, 2020	10,375	77	461	28	10,941

Schedule of lease related expense recognised in consolidated statement of operations and comprehensive income


In € thousand		Lease Liability
January 1, 2019		7,036
Additions		2,533
Interest		341
Payments		(1,195)
December 31, 2019		8,715
Additions		3,742
Interest		450
Payments		(1,889)
Indexation impact		100
December 31, 2020		11,118

Schedule of carrying amounts of lease liabilities and the movements


In € thousand	2020	2019
Depreciation of right of-use-assets	1,631	1,013
Interest expense on lease liabilities	450	341
Short-term lease expenses	108	138
Lease expenses for low-value assets	80	75
Total amount recognized in expense	2,269	1,567

Schedule of information about the composition of the lease payments


In € thousand	2020	2019
Fixed lease payments	154	37
Variable lease payments	1,735	1,158
Total amount of lease payments	1,889	1,195

Schedule of information on the total cash outflow from all leases


In € thousand	2020	2019
Principal paid	1,439	854
Interest paid	450	341
Short term and low value leases	188	213
Total amount paid	2,077	1,408

Other Financial Assets (Tables)

12 Months Ended

Dec. 31, 2020

Other Financial Assets

Schedule of other financials assets


In € thousand	12/31/2020	12/31/2019	01/01/2019
Security deposits	2,096	906	189
Miscellaneous other non-current financial assets	16	12	11
Total non-current financial assets	2,112	918	200
Fixed term deposit	50,000	—	—
Promissory notes	676	—	—
Miscellaneous other current financial assets	—	4	20
Total current other financial assets	50,676	4	20

Non-Financial Assets (Tables)

12 Months Ended

Dec. 31, 2020

Non-Financial Assets

Schedule of Non-financial assets


In € thousand	12/31/2020	12/31/2019	01/01/2019
Prepaid expenses	153	96	68
Total non-current non-financial assets	153	96	68
Value added tax claims	3,420	741	1,293
Prepaid expenses	1,284	748	468
Miscellaneous other current non-financial assets	1,070	233	59
Total current non-financial assets	5,774	1,722	1,820
Total non-financial assets	5,927	1,818	1,888

Equity (Tables)

12 Months Ended

Dec. 31, 2020

Equity

Schedule of amount of common and preferred shares

Common

Seed

(in units)

shares

Series A

Series B1

Series B2

Total

Issued and outstanding as of January 1, 2019

24,808

4,412

10,934

13,729

—

53,883

Issued Series B1 shares

—

373

—

373

Issued and outstanding as of December 31, 2019

24,808

4,412

10,934

14,102

—

54,256

Treasury shares

(72)

—

(72)

Issued Series B2 shares

—

14,847

Outstanding as of December 31, 2020

24,736

4,412

10,934

14,102

14,847

69,031

Issued as of December 31, 2020

24,808

4,412

10,934

14,102

14,847

69,103

Share-based Payments (Tables)

12 Months Ended

Dec. 31, 2020

Share-based Payments

Schedule of share based payments expense recognised

The expense recognized for participant services received during the year is shown in the following table:


In € thousand	2020	2019
Expense arising from equity-settled share-based payments	—	—
Expense arising from cash-settled share-based payments	50,316	7,880

Schedule of number and weighted average exercise prices

The following table illustrates the number and weighted average exercise prices (“WAEP”) of, and movements in, share options during the year:

Equity-settled options:


	2020		2019
	Number of	2020	Number of	2019
(in units)	options	WAEP	options	WAEP
Outstanding at January 1	—	—	—	—
Granted during the year	—	—	—	—
Forfeited during the year	—	—	—	—
Transferred from cash-settled	4,887	1	—	—
Outstanding at December 31	4,887	1	—	—

Cash-settled options:


	2020		2019
	Number of	2020	Number of	2019
(in units)	options	WAEP	options	WAEP
Outstanding at January 1	5,108	1	3,772	1
Granted during the year	980	1	1,467	1
Forfeited during the year	(379)	1	(131)	1
Transferred to Equity-settled	(4,887)	1	—	—
Outstanding at December 31	822	1	5,108	1

Schedule of measurement of fair value of inputs to models used for the ESOP

The following table lists the inputs to the models used for the ESOP for the years ended December 31, 2020 and 2019, respectively:


	12/31/2020		12/31/2019		01/01/2019
Discount for lack of marketability	5	%	10	%	10	%
Expected volatility (%)	154	%	116	%	101	%
Probability of direct IPO	0	%	50	%	60	%
Probability of indirect IPO	60	%	0	%	0	%
Probability of other scenarios	40	%	50	%	40	%

Convertible Loans and Other Financial Liabilities (Tables)

12 Months Ended

Dec. 31, 2020

Convertible Loans and Other Financial Liabilities

Schedule of convertible loans and other financial liabilities


in € thousand	12/31/2020	12/31/2019	01/01/2019
Other non-current financial liabilities	27	—	—
Other current financial liabilities	21	25	37
Convertible loans – host	84,287	66,353	n/a
Convertible loans – embedded derivative	14,948	—	n/a
Convertible loans	99,235	66,353	n/a

Schedule of initial fair value of the convertible loan


in € thousand	Fair value	Effect on
March 11, 2020	host contract	capital contribution
Base	52,090
Conversion 1 year later	43,678	8,412
Conversion 1 year earlier	61,582	(9,492)


in € thousand	Fair value	Effect on
March 11, 2020	host contract	capital contribution
Base	52,090
credit spread +10%	49,558	2,532
credit spread -10%	54,819	(2,730)

Provisions (Tables)

12 Months Ended

Dec. 31, 2020

Provisions

Summary of movement in provisions


			Unwinding
			of discount
			and changes
			in discount
In € thousand	12/31/2019	Additions	rate	12/31/2020
Provision for asset retirement obligations	124	44	7	175
Record retention obligations	39	4	—	43
Total non-current provisions	163	48	7	218
Provisions for severance payment	—	80	—	80
Total current provisions	—	80	—	80

Post-Employment Benefits (Tables)

12 Months Ended

Dec. 31, 2020

Post-Employment Benefits

Schedule of present value of the defined benefit obligations and the fair value of the plan assets


In € thousand	12/31/2020	12/31/2019	01/01/2019
Present value of funded obligations	433	304	18
Fair value of plan assets	240	178	10
Total post-employment benefit obligations	193	126	8

Schedule of reconciliation of the net defined benefit liability


In € thousand	2020	2019
Net defined liability at January 1	126	8
Defined benefit cost recognized in consolidated statement of operations	48	21
Defined benefit cost recognized in other comprehensive income	44	114
Employer contributions	(25)	(20)
Currency effects	—	3
Net defined liability at December 31	193	126

Schedule of reconciliation of the amount recognized in the consolidated statement of financial position


In € thousand	2020	2019
Employee benefit obligations as of January 1	304	18
Actuarial adjustments	44	87
thereof: experience adjustments	28	64
thereof: adjustments for financial assumptions	16	23
Current service cost	45	19
Interest expense	1	1
Currency effects	0	8
Employee contributions	25	20
Benefits paid	14	151
Employee benefit obligations recognized as of December 31	433	304

Schedule of reconciliation of the plan assets


In € thousand	2020	2019
Fair value of plan assets as of January 1	178	10
Employer contributions	25	20
Employee contributions	25	20
Benefits paid	14	151
Administration expenses	(3)	(2)
Return on asset excl. interest income	(0)	(27)
Interest income	1	1
Currency effects	—	5
Fair value of plan assets as of December 31	240	178

Schedule of expense recognized in the consolidated statements of operations and other comprehensive income


In € thousand	2020	2019
Actuarial gains (-) / losses (+) deriving from changes in financial assumptions	16	23
Actuarial gains (-) / losses (+) deriving from experience adjustments	28	64
Return on plan assets exc, interest income	—	27
Included in other comprehensive income	44	114
Current service cost	45	19
Interest income	(1)	(1)
Administrative expenses (effective)	3	2
Interest expense	1	1
Included in the consolidated statements of operations	48	21
Total included in the consolidated statements of operations and other comprehensive income	92	135

Schedule of principal actuarial assumptions


	12/31/2020		12/31/2019		01/01/2019
Future salary increases	1.00	%	1.00	%	1.00	%
Inflation rate	0.20	%	0.20	%	0.20	%
Future pension increases	0.00	%	0.00	%	0.00	%
Discount rate	0.15	%	0.35	%	0.80	%


	2020		2019		2020		2019
Discount rate	0.25	%	0.25	%	(0.25)	%	(0.25)	%
Present value of the post-employment benefit obligations (in € thousand)	414		290		455		319
Salary increase	0.25	%	0.25	%	(0.25)	%	(0.25)	%
Present value of the post-employment benefit obligations (in € thousand)	434		304		433		304
Pension increase	0.25	%	0.25	%	(0.25)	%	(0.25)	%
Present value of the post-employment benefit obligations (in € thousand)	446		313		—		—

Schedule of significant actuarial assumptions would have had the following impact on the present value of the post-employment benefit obligations as of the respective reporting dates

December 31, 2020

December 31, 2019

Trade and other Payables (Tables)

12 Months Ended

Dec. 31, 2020

Trade and other Payables

Summary of trade and other payables


In € thousand	12/31/2020	12/31/2019	01/01/2019
Trade payables	4,854	2,579	2,624
Accruals for outstanding invoices	6,238	216	27
Total trade and other payables	11,092	2,795	2,651

Other Non-Financial Liabilities (Tables)

12 Months Ended

Dec. 31, 2020

Other Non-Financial Liabilities

Summary of other non-financial liabilities


In € thousand	12/31/2020	12/31/2019	01/01/2019
Vacation accruals	1,680	1,173	602
Value added tax payables	1,477	—	—
Other tax liabilities	1,455	1,021	421
Miscellaneous other current non-financial liabilities	585	401	154
Total other non-financial liabilities	5,197	2,595	1,177

Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2020

Financial Instruments

Summary of financial instruments, analyzed by classes and categories


	12/31/2020
		Carrying
In € thousand	Category	amount	Fair value
Financial assets, by class
Cash and cash equivalents	AC	102,144	n/a
Fixed term deposit	AC	50,000	n/a
Promissory notes	FVTPL	676	676
Security deposits	AC	2,096	2,096
Other financial assets	AC	16	16
Total financial assets		154,932
Financial liabilities, by class
Trade and other payables	AC	11,092	n/a
Convertible loans – host contract	AC	84,287	105,007
Convertible loans – embedded derivative	FVTPL	14,948	14,948
Other financial liabilities	AC	48	48
Total financial liabilities		110,375


		Carrying
Thereof aggregated to categories according to IFRS 9		amount
Financial assets measured at amortised cost (AC)		154,256
Financial assets measured at FVTPL		676
Financial liabilities measured at FVTPL		14,948
Financial liabilities measured at amortised cost (AC)		95,427


	12/31/2019
		Carrying
In € thousand	Category	amount	Fair value
Financial assets, by class
Cash and cash equivalents	AC	59,571	n/a
Promissory notes	FVTPL	n/a	n/a
Security deposits	AC	910	910
Other financial assets	AC	12	12
Total financial assets		60,493
Financial liabilities, by class
Trade and other payables	AC	2,795	n/a
Convertible loans – host contract	AC	66,353	76,189
Convertible loans – embedded derivative	FVTPL	n/a	n/a
Other financial liabilities	AC	25	25
Total financial liabilities		69,173


		Carrying
Thereof aggregated to categories according to IFRS 9		amount
Financial assets measured at amortised cost (AC)		60,493
Financial assets measured at FVTPL		n/a
Financial liabilities measured at FVTPL		n/a
Financial liabilities measured at amortised cost (AC)		69,173


	01/01/2019
		Carrying
In € thousand	Category	amount	Fair value
Financial assets, by class
Cash and cash equivalents	AC	47,139	n/a
Security deposits	AC	189	189
Other financial assets	AC	31	31
Total financial assets		47,359
Financial liabilities, by class
Trade and other payables	AC	2,651	n/a
Convertible loans – host contract	AC	n/a	n/a
Convertible loans – embedded derivative	FVTPL	n/a	n/a
Other financial liabilities	AC	37	n/a
Total financial liabilities		2,688


		Carrying
Thereof aggregated to categories according to IFRS 9		amount
Financial assets measured at amortised cost (AC)		47,359
Financial assets measured at FVTPL		n/a
Financial liabilities measured at FVTPL		n/a
Financial liabilities measured at amortised cost (AC)		2,688

Summary of effect of reasonable changes of the most significant input parameters on the fair values of the embedded derivatives


				Effect on
in € thousand			Value	financial
December 31, 2020	Share Price		derivative	result
Base	0	%	14,948
Up	10	%	18,815	(3,867)
Down	(10)	%	11,081	3,867


				Effect on
in € thousand			Value	financial
December 31, 2020	Credit Spread		derivative	Result
Base	0	%	14,948
Up	10	%	14,282	666
Down	(10)	%	15,646	(698)

Summary of financial instruments, changes in fair Value of level 3 instruments


		Convertible loan –
		embedded
In € thousand	Promissory Notes	derivative
January 1, 2019	—	—
Initial recognition	—	516
Changes from fair value remeasurement	—	(516)
December 31, 2019	—	—
Initial recognition	622	(274)
Changes from fair value remeasurement	58	15,222
Foreign exchange effects	(4)	—
December 31, 2020	676	14,948

Summary of net gains and losses for each of the financial instrument measurement categories


	Subsequent measurement
		Foreign		Increase	Reversals
2020		exchange		in loss	of loss	Total per
In € thousand	Interest	conversion	Fair value	allowance	allowance	category
Financial assets measured at amortized cost	(83)	—	—	—	—	(83)
Financial liabilities measured at amortized cost	(33,960)	(98)	—	—	—	(34,058)
Financial assets and liabilities measured at fair value through profit or loss	—	(4)	(15,164)	—	—	(15,168)
Total	(34,043)	(102)	(15,164)	—	—	(49,309)


	Subsequent measurement
		Foreign		Increase	Reversals
2019		exchange		in loss	of loss	Total per
In € thousand	Interest	conversion	Fair value	allowance	allowance	category
Financial assets measured at amortized cost	(39)	—	—	—	—	(39)
Financial liabilities measured at amortized cost	(5,350)	(38)	—	—	—	(5,388)
Financial assets and liabilities measured at fair value through profit or loss	—	—	516	—	—	516
Total	(5,389)	(38)	516	—	—	(4,911)

Summary of exposures to credit risk for all financial assets that are not measured at fair value through profit or loss


			Gross	Impairment
	Equivalent to external	Weighted-average	carrying	loss	12/31/2020
in € thousand	credit rating S&P	loss rate	amount	allowance	Credit-impaired
Grades 1-6: Low risk	BBB- to AAA	—	154,256	—	No


			Gross	Impairment
	Equivalent to external	Weighted-average	carrying	loss	12/31/2019
in € thousand	credit rating S&P	loss rate	amount	allowance	Credit-impaired
Grades 1-6: Low risk	BBB- to AAA	—	60,493	—	No


			Gross	Impairment
	Equivalent to external	Weighted-average	carrying	loss	01/01/2019
in € thousand	credit rating S&P	loss rate	amount	allowance	Credit-impaired
Grades 1-6: Low risk	BBB- to AAA	—	47,359	—	No

Summary of sensitivity of a change in foreign currency

The following table presents the sensitivity of a change in EUR for Lilium Aviation UK Ltd (functional currency: GBP):


		Change on profit before tax
EUR per GBP	Change in EUR rate	(in € thousand)
2020	+10% = Rate: 1.2235	33
Rate: 1.1123	-10% = Rate: 1.0011	(40)
2019	+10% = Rate: 1.2929	13
Rate: 1.1754	-10% = Rate: 1.0578	(16)

The following tables present the sensitivity of a change in material foreign currencies for the Group entities where the functional currency is EUR:


		Change on profit before tax
USD per EUR	Change in USD rate	(in € thousand)
2020	+10% = Rate: 1.3498	(47)
Rate: 1.2271	-10% = Rate: 1.1044	58
2019	+10% = Rate: 1.2357	4
Rate: 1.1234	-10% = Rate: 1.0111	(5)

Summary of details of the (undiscounted) cash outflows of financial liabilities


				12/31/2020
in € thousand	2021	2022	2023 to 2025	2026 and thereafter
Lease liabilities	2,006	1,962	5,767	2,869
Convertible loans	88,013	—	—	—
Trade and other payables	11,092	—	—	—
Other financial liabilities	21	27	—	—


				12/31/2019
in € thousand	2020	2021	2022 to 2024	2025 and thereafter
Lease liabilities	1,417	1,420	4,088	3,133
Convertible loans	138,970	—	—	—
Trade and other payables	2,795	—	—	—
Other financial liabilities	25	—	—	—

Summary of reconciliation of changes in liabilities arising from financing activities


	Convertible	Lease
In € thousand	loans	liabilities	Total
Statement of Financial Position as of December 31, 2019	66,353	8,715	75,068
Proceeds from convertible loans	85,900	—	85,900
Principal elements of lease payments	—	(1,439)	(1,439)
Interest paid	—	(450)	(450)
Change in the cash flow from financing activities	85,900	(1,889)	84,011
Additions to lease liabilities due to new lease contracts	—	3,842	3,842
Fair value changes	15,222	—	15,222
Interest expenses	33,960	450	34,410
Capital contributions	(102,200)	—	(102,200)
Statement of Financial Position as of December 31, 2020	99,235	11,118	110,353


	Convertible	Lease
In € thousand	loans	liabilities	Total
Statement of Financial Position as of January 1, 2019	—	7,036	7,036
Proceeds from convertible loans	65,500	—	65,500
Principal elements of lease payment	—	(854)	(854)
Interest paid	—	(341)	(341)
Change in the cash flow from financing activities	65,500	(1,195)	64,305
Additions to lease liabilities due to new lease contracts	—	2,533	2,533
Fair value changes	(516)		(516)
Interest expenses	5,350	341	5,691
Capital contributions	(3,981)		(3,981)
Statement of Financial Position as of December 31, 2019	66,353	8,715	75,068

Related Party Disclosures (Tables)

12 Months Ended

Dec. 31, 2020

Related Party Disclosures

Schedule of annual remuneration and related compensation costs recognized as expense


In € thousand	2020	2019
Short-term employee benefits	1,966	1,219
Share-based payment remuneration (2020: 1,484 options; 2019: 1,400 options)	14,875	1,835

Schedule of balances held by entities with significant influence over the company


(In € thousand)	12/31/2020	12/31/2019	01/01/2019
Share capital	35	25	25
Capital reserves	174,998	66,479	66,479

Basis of Preparation (Details)		12 Months Ended
Basis of Preparation (Details)	Jan. 01, 2019	Dec. 31, 2020	Dec. 31, 2019
Lilium Aviation Inc.
Disclosure Of Description Of Business And Basis Of Preparation Of Consolidated Financial Statements [line items]
Proportion of interest in subsidiary		100.00%
Lilium Schweiz GmbH
Disclosure Of Description Of Business And Basis Of Preparation Of Consolidated Financial Statements [line items]
Proportion of interest in subsidiary	100.00%	100.00%	100.00%
Lilium Aviation UK Ltd.
Disclosure Of Description Of Business And Basis Of Preparation Of Consolidated Financial Statements [line items]
Proportion of interest in subsidiary	100.00%	100.00%	100.00%
Lilium eAircraft GmbH
Disclosure Of Description Of Business And Basis Of Preparation Of Consolidated Financial Statements [line items]
Proportion of interest in subsidiary		100.00%

Significant Accounting Policies - Purchase of intangible assets (Details)	12 Months Ended
	Dec. 31, 2020
Minimum \| Software
Significant accounting policies
Useful life of intangible assets	2 years
Minimum \| Purchased concessions, rights and other intangible assets
Significant accounting policies
Useful life of intangible assets	10 years
Maximum \| Software
Significant accounting policies
Useful life of intangible assets	15 years
Maximum \| Purchased concessions, rights and other intangible assets
Significant accounting policies
Useful life of intangible assets	20 years

Significant Accounting Policies - Estimated useful lives of property plant and equipment (Details)	12 Months Ended
	Dec. 31, 2020
Significant accounting policies
Useful life of property and equipment	5 years
Minimum \| Rights to land and buildings including leasehold improvements
Significant accounting policies
Useful life of property and equipment	2 years
Minimum \| Technical equipment and machinery
Significant accounting policies
Useful life of property and equipment	3 years
Minimum \| Office and other equipment
Significant accounting policies
Useful life of property and equipment	3 years
Minimum \| Vehicles
Significant accounting policies
Useful life of property and equipment	5 years
Maximum \| Rights to land and buildings including leasehold improvements
Significant accounting policies
Useful life of property and equipment	9 years
Maximum \| Technical equipment and machinery
Significant accounting policies
Useful life of property and equipment	25 years
Maximum \| Office and other equipment
Significant accounting policies
Useful life of property and equipment	13 years
Maximum \| Vehicles
Significant accounting policies
Useful life of property and equipment	11 years

Significant Accounting Policies (Details) € in Thousands	12 Months Ended
Significant Accounting Policies (Details) € in Thousands	Dec. 31, 2020 EUR (€)
Significant accounting policies
Low value assets	€ 1
Vesting period	4 years
Cliff vesting basis
Significant accounting policies
Vesting period	12 months
Graded vesting basis
Significant accounting policies
Vesting period	36 months
Minimum
Significant accounting policies
Lease term	2 years
Maximum
Significant accounting policies
Lease term	9 years

Significant Accounting Judgments, Estimates and Assumptions (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Significant Accounting Judgments, Estimates and Assumptions
Net loss for the period	€ (188,427)	€ (63,479)
Weighted average IBR	4.05%	4.12%	4.51%

- Definition

The total of income less expenses from continuing and discontinued operations, excluding the components of other comprehensive income. [Refer: Other comprehensive income]

+ References

+ Details

Revenue from Contracts with Customers and Cost of Sales (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Revenue from Contracts with Customers and Cost of Sales
Revenue recognized	€ 97	€ 0

Research and Development Expenses (Details) - Research and Development Expenses - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Personnel expenses	€ 66,726	€ 26,712
Professional services	8,448	2,472
Materials	8,253	5,012
Depreciation/amortization	2,829	1,404
Other	4,089	2,536
Total	€ 90,345	€ 38,136

General and Administrative Expenses (Details) - General and Administrative Expenses - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Personnel expenses	€ 21,339	€ 8,844
Professional services	8,483	2,615
Software cost	1,897	1,250
Depreciation/amortization	1,289	896
Other administrative expenses	2,398	1,832
Total	€ 35,406	€ 15,437

Selling Expenses (Details) - Selling Expenses - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Personnel expenses	€ 13,270	€ 3,358
Professional services	1,196	327
Depreciation/amortization	41	34
Other	765	926
Total	€ 15,272	€ 4,645

Other Income (Details) - EUR (€) € in Thousands	12 Months Ended
Other Income (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019
Other Income
Insurance recoveries	€ 1,906
Grants received from the German government	307	€ 53
Income from other grants	42
Other miscellaneous income	91	23
Total other income	2,346	€ 76
Insurance recoveries received	1,000
Insurance recoverable	€ 906

Other Expenses (Details) - EUR (€) € in Thousands	12 Months Ended
Other Expenses (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019
Other Expenses
Foreign currency losses	€ 107	€ 56
Miscellaneous other items	23	2
Total other expenses	€ 130	€ 58

Financial Result (Details) - EUR (€) € in Thousands	12 Months Ended
Financial Result (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019
Financial Result
Finance income	€ 80	€ 518
thereof: fair value changes	58	516
Finance expenses	49,741	5,736
thereof: interest portion of lease payments	450	341
thereof: fair value changes	(15,222)
thereof: interest on convertible loans	(33,960)	(5,350)
Financial result	€ (49,661)	€ (5,218)

Financial Result - Additional Information (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Financial Result
Fair value changes of convertible loans included in finance expense	€ 15,222
Fair value changes of convertible loans included in finance income		€ 516
Fair value changes of promissory notes included in finance income	€ 58

Income Taxes - Income Tax Expense (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Taxes
Income tax expense	€ 46	€ 61
Corporation tax rate	15.00%
Solidarity surcharge on corporation tax rate	5.50%
Trade tax rate	11.73%
Total group tax rate	27.55%	27.55%

- Definition

The aggregate amount included in the determination of profit (loss) for the period in respect of current tax and deferred tax. [Refer: Current tax expense (income); Deferred tax expense (income)]

+ References + Details

Income Taxes - Reconciliation of expected tax expense (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Taxes
Profit (Loss) before income tax	€ (188,381)	€ (63,418)
Income tax rate	27.55%	27.55%
Expected income taxes on this	€ 51,899	€ 17,472
Effects deriving from differences to the expected tax rate	54	(3)
Other non-deductible expenses and taxes	(238)	(312)
Changes in the realization of deferred tax assets	(22,371)	(18,978)
Other	(29,390)	1,760
Income tax as per statement of operations	€ 46	€ 61
Effective tax rate in %	0.00%	(0.10%)

Income Taxes - Tax Rate Reconciliation (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Taxes
Equity settled share-based payments	€ 71,990
Income tax reconciliation effect of equity settled share-based payments	19,883
Recognition of the day one effect of the convertible loan in equity	34,084
Income tax reconciliation effect of recognition of the day one effect of the convertible loan in equity	9,390
Transaction cost deducted from equity	503
Income tax reconciliation effect of transaction cost deducted from equity	139
Embedded derivative of the convertible loans	€ 102,207	€ 3,981
Income tax reconciliation effect of embedded derivative of the convertible loans		€ 1,097

Income Taxes - Deferred tax related to Assets and Liabilities (Details) - EUR (€) € in Thousands		12 Months Ended
	Jan. 01, 2019	Dec. 31, 2020	Dec. 31, 2019
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value	€ 17	€ 263	€ 509
Deferred tax liabilities, Gross value	17	263	509
Deferred tax assets, Netting	(17)	(263)	(509)
Deferred tax liabilities, Netting	(17)	(263)	(509)
Recognition of deferred tax assets in the statement of financial position		0
Recognition of deferred tax liabilities in the statement of financial position		0
Non-current assets
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value		206	338
Deferred tax liabilities, Gross value	5	191	2
Intangible assets
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value		203	336
Deferred tax liabilities, Gross value	1
Property, plant and equipment
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax liabilities, Gross value	4	3	2
Financial assets
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value		3	2
Deferred tax liabilities, Gross value		188
Current assets
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value	1	1	23
Deferred tax liabilities, Gross value	12
Inventories
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value	1	1	2
Receivables and other assets
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value			21
Deferred tax liabilities, Gross value	12
Non-current liabilities
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value	16	1	144
Deferred tax liabilities, Gross value		9
Provisions
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value			1
Deferred tax liabilities, Gross value		9
Liabilities
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value	€ 16	1	143
Current liabilities
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value		55	4
Deferred tax liabilities, Gross value		63	507
Provisions
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value		0
Deferred tax liabilities, Gross value		62
Liabilities
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Deferred tax assets, Gross value		55	4
Deferred tax liabilities, Gross value		€ 1	€ 507

Income Taxes - Tax attributes (gross) (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Income Taxes
Corporation tax loss carryforwards	€ 129,704	€ 42,056	€ 41,343
Trade tax loss carryforwards	128,889	41,657	€ 41,197
Interest carryforwards	€ 14,879	€ 9,555

Income Taxes - Deductible temporary differences and tax loss and interest carryforwards (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Unrecognized deferred tax assets, Beginning balance	€ 34,205	€ 15,207
Addition	25,410	18,998
Deductions	3,037
Unrecognized deferred tax assets, Ending balance	56,578	34,205
Temporary differences
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Unrecognized deferred tax assets, Beginning balance	20,313	3,834
Addition		16,479
Deductions	3,037
Unrecognized deferred tax assets, Ending balance	17,276	20,313
Tax losses
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Unrecognized deferred tax assets, Beginning balance	11,540	11,373
Addition	24,099	167
Unrecognized deferred tax assets, Ending balance	35,639	11,540
Interest carry forward
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
Unrecognized deferred tax assets, Beginning balance	2,352
Addition	1,311	2,352
Unrecognized deferred tax assets, Ending balance	€ 3,663	€ 2,352

Earnings per Share (Details) - EUR (€) € / shares in Units, € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Earnings per Share
Loss attributed to equity shareholders	€ (188,427)	€ (63,479)
Weighted average number of ordinary shares outstanding	67,992	59,231
Basic and diluted EPS (in )	€ (2,771)	€ (1,072)
Amount of new convertible loan convertible to equity	€ 1,850

- Definition

The total of income less expenses from continuing and discontinued operations, excluding the components of other comprehensive income. [Refer: Other comprehensive income]

+ References

+ Details

Intangible Assets (Details) - EUR (€) € in Thousands	12 Months Ended
Intangible Assets (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019
Disclosure of detailed information about intangible assets [line items]
Beginning balance	€ 842	€ 585
Ending balance	1,372	842
Software
Disclosure of detailed information about intangible assets [line items]
Beginning balance	760	532
Ending balance	1,276	760
Purchased concessions, rights and other intangible assets
Disclosure of detailed information about intangible assets [line items]
Beginning balance	82	53
Ending balance	96	82
Costs of acquisition or construction
Disclosure of detailed information about intangible assets [line items]
Beginning balance	1,330	796
Additions	1,212	534
Disposals	(33)
Ending balance	2,509	1,330
Costs of acquisition or construction \| Software
Disclosure of detailed information about intangible assets [line items]
Beginning balance	1,241	738
Additions	1,188	503
Disposals	(28)
Ending balance	2,401	1,241
Costs of acquisition or construction \| Purchased concessions, rights and other intangible assets
Disclosure of detailed information about intangible assets [line items]
Beginning balance	89	58
Additions	24	31
Disposals	(5)
Ending balance	108	89
Accumulated amortization/write downs and depreciation
Disclosure of detailed information about intangible assets [line items]
Beginning balance	(488)	(211)
Amortization	648	277
Impairment	18
Disposals	17
Ending balance	(1,137)	(488)
Accumulated amortization/write downs and depreciation \| Software
Disclosure of detailed information about intangible assets [line items]
Beginning balance	(481)	(206)
Amortization	642	275
Impairment	18
Disposals	16
Ending balance	(1,125)	(481)
Accumulated amortization/write downs and depreciation \| Purchased concessions, rights and other intangible assets
Disclosure of detailed information about intangible assets [line items]
Beginning balance	(7)	(5)
Amortization	6	2
Impairment	0
Disposals	1
Ending balance	€ (12)	€ (7)

Intangible Assets - Additional Information (Details) - EUR (€) € in Thousands		12 Months Ended
	Jan. 01, 2019	Dec. 31, 2020	Dec. 31, 2019
Intangible Assets
Value in use	€ 0	€ 0	€ 0

Property, Plant and Equipment (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	€ 14,700	€ 9,908
Property, plant and equipment at end of period	22,715	14,700
Costs of acquisition or construction
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	17,377	10,528
Additions	11,466	6,849
Disposals	(80)
Indexation impact	100
Property, plant and equipment at end of period	28,863	17,377
Accumulated amortization/write downs and depreciation
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	(2,677)	(620)
Disposals	22
Depreciation	3,493	2,057
Property, plant and equipment at end of period	(6,148)	(2,677)
Rights to land and buildings including leasehold improvements
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	9,102	7,589
Property, plant and equipment at end of period	12,717	9,102
Rights to land and buildings including leasehold improvements \| Costs of acquisition or construction
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	10,272	7,631
Additions	4,795	2,667
Transfers	607	(26)
Indexation impact	100
Property, plant and equipment at end of period	15,774	10,272
Rights to land and buildings including leasehold improvements \| Accumulated amortization/write downs and depreciation
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	(1,170)	(42)
Depreciation	1,887	1,128
Property, plant and equipment at end of period	(3,057)	(1,170)
Vehicles
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	103	17
Property, plant and equipment at end of period	120	103
Vehicles \| Costs of acquisition or construction
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	109	18
Additions	51	91
Property, plant and equipment at end of period	160	109
Vehicles \| Accumulated amortization/write downs and depreciation
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	(6)	(1)
Depreciation	34	5
Property, plant and equipment at end of period	(40)	(6)
Technical equipment and machinery
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	2,390	298
Property, plant and equipment at end of period	5,555	2,390
Technical equipment and machinery \| Costs of acquisition or construction
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	2,626	366
Additions	1,268	969
Disposals	(37)
Transfers	2,338	1,291
Property, plant and equipment at end of period	6,195	2,626
Technical equipment and machinery \| Accumulated amortization/write downs and depreciation
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	(236)	(68)
Disposals	4
Depreciation	408	168
Property, plant and equipment at end of period	(640)	(236)
Office and other equipment
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	2,471	1,653
Property, plant and equipment at end of period	3,179	2,471
Office and other equipment \| Costs of acquisition or construction
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	3,736	2,162
Additions	1,873	1,435
Disposals	(43)
Transfers	24	139
Property, plant and equipment at end of period	5,590	3,736
Office and other equipment \| Accumulated amortization/write downs and depreciation
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	(1,265)	(509)
Disposals	18
Depreciation	1,164	756
Property, plant and equipment at end of period	(2,411)	(1,265)
Assets under construction
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	634	351
Property, plant and equipment at end of period	1,144	634
Assets under construction \| Costs of acquisition or construction
Reconciliation of changes in property, plant and equipment
Property, plant and equipment at beginning of period	634	351
Additions	3,479	1,687
Transfers	(2,969)	(1,404)
Property, plant and equipment at end of period	1,144	634
Right-of-use assets
Reconciliation of changes in property, plant and equipment
Property, plant and equipment under security pledges	€ 10,941	€ 8,687	€ 7,101

Property, Plant and Equipment - Property, plant and equipment is distributed among geographical areas (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019	Dec. 31, 2018
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment	€ 22,715	€ 14,700	€ 9,908	€ 9,908
Total property plant and equipment [Member]
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment	11,774	6,013	2,807
Germany
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment	11,723	6,004	€ 2,807
United Kingdom
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment	38	€ 9
United States
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment	10
Switzerland
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment	€ 3

Leases - Right-of-use assets (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disclosure of quantitative information about right-of-use assets [line items]
Beginning balance	€ 8,687	€ 7,101
Additions to right-of-use assets	3,785	2,599
Depreciation	(1,631)	(1,013)
Indexation impact	100
Ending balance	10,941	8,687
Rights to land and buildings including leasehold improvements
Disclosure of quantitative information about right-of-use assets [line items]
Beginning balance	8,053	7,076
Additions to right-of-use assets	3,757	1,961
Depreciation	(1,535)	(984)
Indexation impact	100
Ending balance	10,375	8,053
Vehicles
Disclosure of quantitative information about right-of-use assets [line items]
Beginning balance	88	3
Additions to right-of-use assets	20	89
Depreciation	(31)	(4)
Ending balance	77	88
Property, plant and equipment
Disclosure of quantitative information about right-of-use assets [line items]
Beginning balance	496
Additions to right-of-use assets		503
Depreciation	(35)	(7)
Ending balance	461	496
Office and other equipment
Disclosure of quantitative information about right-of-use assets [line items]
Beginning balance	50	22
Additions to right-of-use assets	8	46
Depreciation	(30)	(18)
Ending balance	€ 28	€ 50

Leases - Lease liabilities (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Leases
Beginning balance	€ 8,715	€ 7,036
Additions	3,742	2,533
Interest	450	341
Payments	2,077	1,408
Indexation impact	100
Ending balance	€ 11,118	€ 8,715

Leases - Related expense (Details) - EUR (€) € in Thousands	12 Months Ended
Leases - Related expense (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019
Leases
Depreciation of right of-use-assets	€ 1,631	€ 1,013
thereof: interest portion of lease payments	450	341
Short-term lease expenses	108	138
Lease expenses for low-value assets	80	75
Total amount recognized in expense	€ 2,269	€ 1,567

Leases - Lease liabilities (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Leases
Fixed lease payments	€ 154	€ 37
Variable lease payments	1,735	1,158
Total amount of lease payments	€ 1,889	€ 1,195

Leases - Total cash outflow (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Leases
Principal paid	€ 1,439	€ 854
Interest paid	450	341
Short term and low value leases	188	213
Total amount paid	€ 2,077	€ 1,408

Other Financial Assets - Other financial assets (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Other Financial Assets
Security deposits	€ 2,096	€ 906	€ 189
Miscellaneous other non-current financial assets	16	12	11
Total non-current financial assets	2,112	918	200
Fixed term deposit	50,000
Promissory notes	676
Miscellaneous other current financial assets		4	20
Total current other financial assets	€ 50,676	€ 4	€ 20

Other Financial Assets (Details) € in Thousands, $ in Thousands	Dec. 23, 2020 EUR (€)	Jul. 31, 2020 EUR (€)	Mar. 31, 2021 EUR (€)	Mar. 31, 2021 USD ($)	Dec. 31, 2020 EUR (€)	Dec. 23, 2020 USD ($)	Jul. 31, 2020 USD ($)	May 14, 2020	Dec. 31, 2019 EUR (€)	Jan. 01, 2019 EUR (€)
Other Financial Assets
Fixed interest rate								0.02%
Promissory note nominal amount	€ 205	€ 422	€ 1,048	$ 1,250		$ 250	$ 500
Promissory notes interest rate	7.00%	7.00%				7.00%	7.00%
Maturity term of promissory note	1 year	1 year
Deposits pledged as collateral for a furniture lease					€ 120				€ 0	€ 0
Deposits pledged as collaterals for facility leases					€ 1,976				€ 906	€ 189

Non-Financial Assets (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019	Dec. 31, 2018
Non-Financial Assets
Prepaid expenses	€ 153	€ 96		€ 68
Total non-current non-financial assets	153	96	€ 68	68
Value added tax claims	3,420	741		1,293
Prepaid expenses	1,284	748		468
Miscellaneous other current non-financial assets	1,070	233		59
Total current non-financial assets	5,774	1,722	€ 1,820	1,820
Total non-financial assets	5,927	1,818		1,888
Insurance claim	€ 906	€ 0		€ 0

Equity (Details) - EUR (€)	1 Months Ended			12 Months Ended
Equity (Details) - EUR (€)	Mar. 31, 2020	Oct. 31, 2019	Mar. 31, 2019	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Disclosure of classes of share capital [line items]
Preferred share votes, percentage				60.00%
Additional shares, authorized for issue				15,716
Increase in share premium				€ 253,815,000	€ 89,660,000	€ 89,660,000
Shares issued				69,103
Transaction cost				€ 503,000	€ 993,000
Decrease of share capital				763,000
Capital Contribution Amount	€ 34,084,000	€ 3,981,000	€ 3,981,000
Reduced subscribed capital				72,000
Reduce share premium				€ 763,000
Purchase of shares from related party				72
Convertible loan 2019
Disclosure of classes of share capital [line items]
Loans convertible to equity, shares				6,705
Increase in share premium				€ 68,116,000
Series A Ordinary Shares
Disclosure of classes of share capital [line items]
Ordinary share, nominal value				€ 1
Shares issued				10,934
Series B1 Ordinary Shares
Disclosure of classes of share capital [line items]
Ordinary share, nominal value				€ 1
Loans convertible to equity, shares					271
Shares issued				14,102
Series B2 Ordinary Shares
Disclosure of classes of share capital [line items]
Ordinary share, nominal value				€ 1
Loans convertible to equity, shares				4,853
Shares issued				14,847
Preferred B2 shares
Disclosure of classes of share capital [line items]
Increase in share premium				€ 97,305,000
Shares issued				8,142
Preferred B2 shares \| Convertible loan 2019
Disclosure of classes of share capital [line items]
Loans convertible to equity, shares	6,705			14,847

Equity - Amount of common and preferred shares (Details) - shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disclosure of classes of share capital [line items]
Issued and outstanding at beginning balance	54,256	53,883
Treasury shares	(72)
Issued shares	14,847	373
Issued and outstanding at ending balance	69,031	54,256
Issued at ending balance	69,103
Common Shares
Disclosure of classes of share capital [line items]
Issued and outstanding at beginning balance	24,808	24,808
Treasury shares	(72)
Issued and outstanding at ending balance	24,736	24,808
Issued at ending balance	24,808
Seed Shares
Disclosure of classes of share capital [line items]
Issued and outstanding at beginning balance	4,412	4,412
Issued and outstanding at ending balance	4,412	4,412
Issued at ending balance	4,412
Series A Ordinary Shares
Disclosure of classes of share capital [line items]
Issued and outstanding at beginning balance	10,934	10,934
Issued and outstanding at ending balance	10,934	10,934
Issued at ending balance	10,934
Series B1 Ordinary Shares
Disclosure of classes of share capital [line items]
Issued and outstanding at beginning balance	14,102	13,729
Issued shares		373
Issued and outstanding at ending balance	14,102	14,102
Issued at ending balance	14,102
Series B2 Ordinary Shares
Disclosure of classes of share capital [line items]
Issued shares	14,847
Issued and outstanding at ending balance	14,847
Issued at ending balance	14,847

Share-based Payments (Details) - EUR (€) € in Thousands	12 Months Ended
Share-based Payments (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Disclosure of terms and conditions of share-based payment arrangement [line items]
Vesting period	4 years
Annual vesting percentage	25.00%
Granting options to holders (in percentage)	89.00%
Cash-settled options liability	€ 6,948	€ 21,083	€ 13,203
Intrinsic value of liability for options vested	0	12,890	6,554
Capital reserves	174,998	66,479	66,479
2017 ESOP
Disclosure of terms and conditions of share-based payment arrangement [line items]
Cash-settled options liability	€ 0	€ 21,083	€ 13,203

Share-based Payments - Expense recognized for participant services (Details) € in Thousands	12 Months Ended
	Dec. 31, 2020 EUR (€)	Dec. 31, 2020 EUR (€) $ / shares	Dec. 31, 2019 EUR (€)
Share-based Payments
Expense arising from cash-settled share-based payments	€ 50,316		€ 7,880
Weighted average fair value of options granted	€ 16,949	€ 16,949	€ 8,726
Exercise price \| $ / shares		€ 1

Share-based Payments - Movements during the year (Details)	12 Months Ended
	Dec. 31, 2020 shares	Dec. 31, 2019 shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Outstanding at January 1	1,400
Outstanding at December 31	1,484	1,400
2020 Number of options \| Equity-settled options
Disclosure of terms and conditions of share-based payment arrangement [line items]
Transferred from cash-settled	4,887
Outstanding at December 31	4,887
2020 Number of options \| Cash-settled options
Disclosure of terms and conditions of share-based payment arrangement [line items]
Outstanding at January 1	5,108
Granted during the year	980
Forfeited during the year	(379)
Transferred from cash-settled	(4,887)
Outstanding at December 31	822	5,108
2020 WAEP \| Equity-settled options
Disclosure of terms and conditions of share-based payment arrangement [line items]
Transferred from cash-settled	1
Outstanding at December 31	1
2020 WAEP \| Cash-settled options
Disclosure of terms and conditions of share-based payment arrangement [line items]
Outstanding at January 1	1
Granted during the year	1
Forfeited during the year	(1)
Transferred from cash-settled	1
Outstanding at December 31	1	1
2019 Number of options \| Cash-settled options
Disclosure of terms and conditions of share-based payment arrangement [line items]
Outstanding at January 1	5,108	3,772
Granted during the year		1,467
Forfeited during the year		(131)
Outstanding at December 31		5,108
2019 WAEP \| Cash-settled options
Disclosure of terms and conditions of share-based payment arrangement [line items]
Outstanding at January 1	1	1
Granted during the year		1
Forfeited during the year		(1)
Outstanding at December 31		1
ESOP
Disclosure of terms and conditions of share-based payment arrangement [line items]
Number of share options vested	1,326	1,055

Share-based Payments - Measurement of fair values (Details) - € / shares				12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019	Dec. 31, 2020	Dec. 31, 2019
Share-based Payments
Discount for lack of marketability			10.00%	5.00%	10.00%
Expected volatility (%)			101.00%	154.00%	116.00%
Probability of direct IPO			60.00%	0.00%	50.00%
Probability of indirect IPO			0.00%	60.00%	0.00%
Probability of other scenarios			40.00%	40.00%	50.00%
Fair value of options per share	€ 17,297	€ 5,949	€ 5,893

Convertible Loans and Other Financial Liabilities (Details) - EUR (€) € in Thousands				1 Months Ended
	Mar. 11, 2020	Oct. 16, 2019	May 16, 2019	Jan. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Convertible Loans and Other Financial Liabilities
Other non-current financial liabilities					€ 27	€ 0
Other current financial liabilities					21	25	€ 37
Convertible loans - host					84,287	66,353
Convertible loans - embedded derivative					14,948
Convertible loans					€ 99,235	€ 66,353
Amount of convertible loan to equity	€ 85,900	€ 5,500	€ 60,000	€ 1,850
Convertible loan interest rate	2.00%	5.00%	5.00%
Convertible loans consideration received in excess of fair value	€ 34,084

Convertible Loans and Other Financial Liabilities - Equity effect (Details) € in Thousands	Mar. 11, 2020 EUR (€)
Base
Disclosure of financial liabilities [line items]
Fair value host contract	€ 52,090
Conversion 1 year later
Disclosure of financial liabilities [line items]
Fair value host contract	43,678
Effect on capital contribution	8,412
Conversion 1 year earlier
Disclosure of financial liabilities [line items]
Fair value host contract	61,582
Effect on capital contribution	(9,492)
credit spread +10%
Disclosure of financial liabilities [line items]
Fair value host contract	49,558
Effect on capital contribution	2,532
credit spread -10%
Disclosure of financial liabilities [line items]
Fair value host contract	54,819
Effect on capital contribution	€ (2,730)
Minimum
Disclosure of financial liabilities [line items]
Credit spread rate	(10.00%)
Maximum
Disclosure of financial liabilities [line items]
Credit spread rate	10.00%

Provisions (Details) $ in Thousands	12 Months Ended
Provisions (Details) $ in Thousands	Dec. 31, 2020 USD ($) employee
Provision for asset retirement obligations
Disclosure of other provisions [line items]
Beginning balance	$ 124
Additions	44
Unwinding of discount and changes in discount rate	7
Ending balance	175
Record retention obligations
Disclosure of other provisions [line items]
Beginning balance	39
Additions	4
Ending balance	43
Total non-current provisions
Disclosure of other provisions [line items]
Beginning balance	163
Additions	48
Unwinding of discount and changes in discount rate	7
Ending balance	218
Provisions for severance payment
Disclosure of other provisions [line items]
Additions	80
Ending balance	$ 80
Number of former employees \| employee	2
Total current provisions
Disclosure of other provisions [line items]
Additions	$ 80
Ending balance	$ 80

Post-Employment Benefits (Details) - EUR (€) € in Thousands	12 Months Ended
Post-Employment Benefits (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019
Post-Employment Benefits
Expense for defined contribution plans	€ 296	€ 172
Contributions	€ 28	€ 18

Post-Employment Benefits - Present value of the defined benefit obligations and the fair value of the plan assets (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Present value of the defined benefit obligations and the fair value of the plan assets
Present value of funded obligations	€ 433	€ 304	€ 18
Fair value of plan assets	240	178	10
Total post-employment benefit obligations	€ 193	€ 126	€ 8

Post-Employment Benefits - Reconciliation of the net defined benefit liability (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Post-Employment Benefits
Net defined liability at January 1	€ 126	€ 8
Defined benefit cost recognized in consolidated statement of operations	48	21
Defined benefit cost recognized in other comprehensive income	44	114
Employer contributions	25	20
Currency effects		3
Net defined liability at December 31	€ 193	€ 126

Post-Employment Benefits - Reconciliation of the amount recognized in the consolidated statement of financial position (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disclosure of net defined benefit liability (asset) [line items]
Net defined liability at January 1	€ 126	€ 8
thereof: experience adjustments	28	64
thereof: adjustments for financial assumptions	16	23
Current service cost	45	19
Interest expense	1	1
Currency effects		3
Net defined liability at December 31	193	126
Employee benefit obligations
Disclosure of net defined benefit liability (asset) [line items]
Net defined liability at January 1	304	18
Actuarial adjustments	44	87
thereof: experience adjustments	28	64
thereof: adjustments for financial assumptions	16	23
Current service cost	45	19
Interest expense	1	1
Currency effects	0	8
Employee contributions	25	20
Benefits paid	14	151
Net defined liability at December 31	€ 433	€ 304

Post-Employment Benefits - Reconciliation of the plan assets (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disclosure of net defined benefit liability (asset) [line items]
Net defined liability at January 1	€ 126	€ 8
Employer contributions	25	20
Administration expenses	3	2
Return on asset excl. interest income		27
Interest income	1	1
Currency effects		3
Net defined liability at December 31	193	126
Plan assets
Disclosure of net defined benefit liability (asset) [line items]
Net defined liability at January 1	178	10
Employer contributions	25	20
Employee contributions	25	20
Benefits paid	14	151
Administration expenses	(3)	(2)
Return on asset excl. interest income	0	(27)
Interest income	1	1
Currency effects		5
Net defined liability at December 31	€ 240	€ 178

Post-Employment Benefits - Expense recognized in the consolidated statements of operations and other comprehensive income (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Post-Employment Benefits
Actuarial gains (-) / losses (+) deriving from changes in financial assumptions	€ 16	€ 23
Actuarial gains (-) / losses (+) deriving from experience adjustments	28	64
Return on plan assets exc, interest income		27
Included in other comprehensive income	44	114
Current service cost	45	19
Interest income	1	1
Administrative expenses (effective)	3	2
Interest expense	1	1
Included in the consolidated statements of operations	48	21
Total included in the consolidated statements of operations and other comprehensive income	92	€ 135
Expected payment contributions	€ 46

Post-Employment Benefits - Principal actuarial assumptions (Details)	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Post-Employment Benefits
Future salary increases	1.00%	1.00%	1.00%
Inflation rate	0.20%	0.20%	0.20%
Future pension increases	0.00%	0.00%	0.00%
Discount rate	0.15%	0.35%	0.80%

Post-Employment Benefits - Sensitivity Analysis (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Disclosure of sensitivity analysis for actuarial assumptions [line items]
Present value of the post-employment benefit obligations	€ 433	€ 304	€ 18
Average duration of the obligations	19 years	19 years
Discount rate
Disclosure of sensitivity analysis for actuarial assumptions [line items]
Increase in assumption (in percent)	0.25%	0.25%
Decrease in assumption (in percent)	(0.25%)	(0.25%)
Present value of the post-employment benefit obligations	€ 414	€ 290
Salary increase
Disclosure of sensitivity analysis for actuarial assumptions [line items]
Increase in assumption (in percent)	0.25%	0.25%
Decrease in assumption (in percent)	(0.25%)	(0.25%)
Present value of the post-employment benefit obligations	€ 434	€ 304
Pension increase
Disclosure of sensitivity analysis for actuarial assumptions [line items]
Increase in assumption (in percent)	0.25%	0.25%
Decrease in assumption (in percent)	(0.25%)	(0.25%)
Present value of the post-employment benefit obligations	€ 446	€ 313

Post-Employment Benefits - Expected Benefit Payments (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disclosure of net defined benefit liability (asset) [line items]
Expected benefit payments	€ 46
Total expected benefit payments	46
2021
Disclosure of net defined benefit liability (asset) [line items]
Expected benefit payments	12	€ 8
Total expected benefit payments	12	8
Between one and five years
Disclosure of net defined benefit liability (asset) [line items]
Expected benefit payments	69	38
Total expected benefit payments	69	38
2026-2030
Disclosure of net defined benefit liability (asset) [line items]
Expected benefit payments	229	152
Total expected benefit payments	€ 229	€ 152

Trade and other Payables (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Trade and other Payables
Trade payables	€ 4,854	€ 2,579	€ 2,624
Accruals for outstanding invoices	6,238	216	27
Total trade and other payables	€ 11,092	€ 2,795	€ 2,651

Other Non-Financial Liabilities (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Other Non-Financial Liabilities
Vacation accruals	€ 1,680	€ 1,173	€ 602
Value added tax payables	1,477
Other tax liabilities	1,455	1,021	421
Miscellaneous other current non-financial liabilities	585	401	154
Total other non-financial liabilities	€ 5,197	€ 2,595	€ 1,177

Financial Instruments - Financial assets, by class (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Disclosure of financial assets [line items]
Carrying amount	€ 154,932	€ 60,493	€ 47,359
Fair value	676
Financial assets measured at amortized cost
Disclosure of financial assets [line items]
Carrying amount	154,256	60,493	47,359
Financial assets measured at amortized cost \| Cash and cash equivalents
Disclosure of financial assets [line items]
Carrying amount	102,144	59,571	47,139
Financial assets measured at amortized cost \| Fixed term deposit
Disclosure of financial assets [line items]
Carrying amount	50,000
Financial assets measured at amortized cost \| Security deposits
Disclosure of financial assets [line items]
Carrying amount	2,096	910	189
Fair value	2,096	910	189
Financial assets measured at amortized cost \| Other financial assets
Disclosure of financial assets [line items]
Carrying amount	16	12	31
Fair value	16	€ 12	€ 31
FVTPL
Disclosure of financial assets [line items]
Carrying amount	676
FVTPL \| Promissory notes
Disclosure of financial assets [line items]
Carrying amount	676
Fair value	€ 676

Financial Instruments - Financial liabilities, by class (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Disclosure of financial liabilities [line items]
Carrying amount	€ 110,375	€ 69,173	€ 2,688
Financial liabilities measured at amortized cost
Disclosure of financial liabilities [line items]
Carrying amount	95,427	69,173	2,688
Financial liabilities measured at amortized cost \| Trade and other payables
Disclosure of financial liabilities [line items]
Carrying amount	11,092	2,795	2,651
Financial liabilities measured at amortized cost \| Convertible loans - host contract
Disclosure of financial liabilities [line items]
Carrying amount	84,287	66,353
Fair value	105,007	76,189
Financial liabilities measured at amortized cost \| Other financial liabilities
Disclosure of financial liabilities [line items]
Carrying amount	48	25	€ 37
Fair value	48	€ 25
FVTPL
Disclosure of financial liabilities [line items]
Carrying amount	14,948
FVTPL \| Convertible loans - embedded derivative
Disclosure of financial liabilities [line items]
Carrying amount	14,948
Fair value	€ 14,948

- Definition

The amount of liabilities that are: (a) a contractual obligation: (i) to deliver cash or another financial asset to another entity; or (ii) to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavourable to the entity; or (b) a contract that will, or may be, settled in the entity’s own equity instruments and is: (i) a non-derivative for which the entity is, or may be, obliged to deliver a variable number of the entity’s own equity instruments; or (ii) a derivative that will, or may be, settled other than by the exchange of a fixed amount of cash or another financial asset for a fixed number of the entity’s own equity instruments. For this purpose, rights, options or warrants to acquire a fixed number of the entity’s own equity instruments for a fixed amount of any currency are equity instruments if the entity offers the rights, options or warrants pro rata to all of its existing owners of the same class of its own non-derivative equity instruments. Also, for those purposes the entity’s own equity instruments do not include puttable financial instruments that are classified as equity instruments in accordance with paragraphs 16A-16B of IAS 32, instruments that impose on the entity an obligation to deliver to another party a pro rata share of the net assets of the entity only on liquidation and are classified as equity instruments in accordance with paragraphs 16C-16D of IAS 32, or instruments that are contracts for the future receipt or delivery of the entity’s own equity instruments. As an exception, an instrument that meets the definition of a financial liability is classified as an equity instrument if it has all the features and meets the conditions in paragraphs 16A-16B or paragraphs 16C-16D of IAS 32. [Refer: Financial instruments, class [member]; Financial assets; Derivatives [member]]

+ References + Details

Financial Instruments - Thereof aggregated to categories according to IFRS 9 (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Disclosure of detailed information about financial instruments [line items]
Carrying amount, financial assets	€ 154,932	€ 60,493	€ 47,359
Carrying amount, financial liabilities	110,375	69,173	2,688
Financial assets measured at amortized cost
Disclosure of detailed information about financial instruments [line items]
Carrying amount, financial assets	154,256	60,493	47,359
FVTPL
Disclosure of detailed information about financial instruments [line items]
Carrying amount, financial assets	676
FVTPL
Disclosure of detailed information about financial instruments [line items]
Carrying amount, financial liabilities	14,948
Financial liabilities measured at amortized cost
Disclosure of detailed information about financial instruments [line items]
Carrying amount, financial liabilities	€ 95,427	€ 69,173	€ 2,688

- Definition

The amount of assets that are: (a) cash; (b) an equity instrument of another entity; (c) a contractual right: (i) to receive cash or another financial asset from another entity; or (ii) to exchange financial assets or financial liabilities with another entity under conditions that are potentially favourable to the entity; or (d) a contract that will, or may be, settled in the entity’s own equity instruments and is: (i) a non-derivative for which the entity is, or may be, obliged to receive a variable number of the entity’s own equity instruments; or (ii) a derivative that will, or may be, settled other than by the exchange of a fixed amount of cash or another financial asset for a fixed number of the entity’s own equity instruments. For this purpose the entity’s own equity instruments do not include puttable financial instruments classified as equity instruments in accordance with paragraphs 16A-16B of IAS 32, instruments that impose on the entity an obligation to deliver to another party a pro rata share of the net assets of the entity only on liquidation and are classified as equity instruments in accordance with paragraphs 16C-16D of IAS 32, or instruments that are contracts for the future receipt or delivery of the entity’s own equity instruments. [Refer: Financial instruments, class [member]; Financial liabilities]

+ References + Details

- Definition

+ References + Details

Financial Instruments - Effect of reasonable changes of the most significant input parameters on the fair values of the embedded derivatives (Details) € in Thousands	12 Months Ended
	Dec. 31, 2020 EUR (€)
Share Price
Disclosure of detailed information about financial instruments [line items]
Percentage, Base	0
Percentage, up	10.00%
Percentage, down	(10.00%)
Value derivative, Base	€ 14,948
Value derivative, up	18,815
Value derivative, down	11,081
Effect on financial result, up	(3,867)
Effect on financial result, down	€ 3,867
Credit Spread
Disclosure of detailed information about financial instruments [line items]
Percentage, Base	0
Percentage, up	10.00%
Percentage, down	(10.00%)
Value derivative, Base	€ 14,948
Value derivative, up	14,282
Value derivative, down	15,646
Effect on financial result, up	666
Effect on financial result, down	€ (698)

Financial Instruments - Financial instruments, changes in Fair Value of level 3 instruments (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Financial assets
Beginning balance, Financial assets	€ 77,853
Ending balance, Financial assets	184,946	€ 77,853
Level 3 \| Convertible loans - embedded derivative
Financial liabilities
Initial recognition	274	516
Changes from fair value remeasurement	15,222	€ (516)
Ending balance, Financial liabilities	14,948
Level 3 \| Promissory notes
Financial assets
Initial recognition	622
Changes from fair value remeasurement	58
Foreign exchange effects	(4)
Ending balance, Financial assets	€ 676

Financial Instruments - Net gains and losses for each of the financial instrument measurement categories (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disclosure of detailed information about financial instruments [line items]
Interest	€ (34,043)	€ (5,389)
Foreign exchange conversion	(102)	(38)
Fair value	(15,164)	516
Gains and losses on financial instruments	(49,309)	(4,911)
Interest income for financial assets not measured at fair value through profit or loss	18	0
Interest expense on financial assets	101	40
Interest expense for financial liabilities not measured at fair value through profit or loss	33,960	5,350
Financial assets measured at amortized cost
Disclosure of detailed information about financial instruments [line items]
Interest	(83)	(39)
Gains and losses on financial instruments	(83)	(39)
Financial liabilities measured at amortized cost
Disclosure of detailed information about financial instruments [line items]
Interest	(33,960)	(5,350)
Foreign exchange conversion	(98)	(38)
Gains and losses on financial instruments	(34,058)	(5,388)
Financial assets and liabilities measured at fair value through profit or loss
Disclosure of detailed information about financial instruments [line items]
Foreign exchange conversion	(4)
Fair value	(15,164)	516
Gains and losses on financial instruments	€ (15,168)	€ 516

Financial Instruments - Financial Instrument Risk Management Objectives and Policies (Details) € in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2020 EUR (€)	Dec. 31, 2019 EUR (€)	Mar. 31, 2021 EUR (€)	Mar. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 23, 2020 EUR (€)	Dec. 23, 2020 USD ($)	Jul. 31, 2020 EUR (€)	Jul. 31, 2020 USD ($)	Jan. 01, 2019 EUR (€)
Disclosure of risk management strategy related to hedge accounting [line items]
Carrying amount	€ 154,932	€ 60,493								€ 47,359
Notional amount			€ 1,048	$ 1,250		€ 205	$ 250	€ 422	$ 500
Credit Risk
Disclosure of risk management strategy related to hedge accounting [line items]
Impairment loss	0	0
Credit Risk \| BBB- to AAA
Disclosure of risk management strategy related to hedge accounting [line items]
Carrying amount	154,256	60,493								47,359
Notional amount	€ 0	€ 0								€ 0
Currency Risk \| GBP
Disclosure of risk management strategy related to hedge accounting [line items]
Foreign exchange rate	1.1123	1.1754			1.1123
Percentage of reasonably possible increase in exchange rate	1.2235%				1.2235%
Percentage of reasonably possible decrease in exchange rate	(1.0011%)				(1.0011%)
Foreign exchange rate due to possible percentage of increase		1.2929
Foreign exchange rate due to possible percentage of decrease		1.0578
Effect on profit before tax from reasonably possible increase in exchange rate	€ 33	€ 13
Effect on profit before tax from reasonably possible decrease in exchange rate	€ (40)	€ (16)
Currency Risk \| USD
Disclosure of risk management strategy related to hedge accounting [line items]
Foreign exchange rate	1.2271	1.1234			1.2271
Percentage of reasonably possible increase in exchange rate	1.3498%				1.3498%
Percentage of reasonably possible decrease in exchange rate	(1.1044%)				(1.1044%)
Foreign exchange rate due to possible percentage of increase		1.2357
Foreign exchange rate due to possible percentage of decrease		1.0111
Effect on profit before tax from reasonably possible increase in exchange rate	€ 58	€ 4
Effect on profit before tax from reasonably possible decrease in exchange rate	(47)	(5)
Equity price Risk
Disclosure of risk management strategy related to hedge accounting [line items]
Notional amount	€ 627				$ 750
Percentage of possible increase or decrease in share price	10.00%
Gain (loss) before tax due to possible change in share price	€ 73
Liquidity Risk \| Year one
Disclosure of risk management strategy related to hedge accounting [line items]
Lease liabilities	2,006	1,417
Convertible loans	88,013	138,970
Trade and other payables	11,092	2,795
Other financial liabilities	21	25
Liquidity Risk \| Year two
Disclosure of risk management strategy related to hedge accounting [line items]
Lease liabilities	1,962	1,420
Other financial liabilities	27
Liquidity Risk \| Year 3-5
Disclosure of risk management strategy related to hedge accounting [line items]
Lease liabilities	5,767	4,088
Liquidity Risk \| Thereafter
Disclosure of risk management strategy related to hedge accounting [line items]
Lease liabilities	€ 2,869	€ 3,133

Financial Instruments - Reconciliation of changes in liabilities arising from financing activities (Details) - EUR (€) € in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disclosure of detailed information about financial instruments [line items]
Beginning balance	€ 75,068	€ 7,036
Proceeds from convertible loans	85,900	65,500
Principal elements of lease payment	(1,439)	(854)
Interest paid	(450)	(341)
Change in the cash flow from financing activities	84,011	64,305
Additions to lease liabilities due to new lease contracts	3,842	2,533
Fair value changes	15,222	(516)
Interest expenses	34,410	5,691
Capital contributions	(102,200)	(3,981)
Ending balance	110,353	75,068
Convertible loans
Disclosure of detailed information about financial instruments [line items]
Beginning balance	66,353
Proceeds from convertible loans	85,900	65,500
Change in the cash flow from financing activities	85,900	65,500
Fair value changes	15,222	(516)
Interest expenses	33,960	5,350
Capital contributions	(102,200)	(3,981)
Ending balance	99,235	66,353
Lease liabilities
Disclosure of detailed information about financial instruments [line items]
Beginning balance	8,715	7,036
Principal elements of lease payment	(1,439)	(854)
Interest paid	(450)	(341)
Change in the cash flow from financing activities	(1,889)	(1,195)
Additions to lease liabilities due to new lease contracts	3,842	2,533
Interest expenses	450	341
Ending balance	€ 11,118	€ 8,715

Commitments and Contingencies - Lease contracts (Details) € in Thousands	Dec. 31, 2020 EUR (€)
Within one year
Disclosure of maturity analysis of operating lease payments [line items]
Future lease payments for these non-cancellable lease contracts	€ 249
Between one and five years
Disclosure of maturity analysis of operating lease payments [line items]
Future lease payments for these non-cancellable lease contracts	1,174
Thereafter
Disclosure of maturity analysis of operating lease payments [line items]
Future lease payments for these non-cancellable lease contracts	€ 848

Commitments and Contingencies (Details) - EUR (€) € in Thousands	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Commitments and Contingencies.
Percentage of ESOP participants who are still classified as cash-settled options	11.00%
Cash-settled options liability	€ 6,948	€ 21,083	€ 13,203
Commitments to acquire items of property, plant & equipment	2,400
Commitments to acquire items of intangible assets	€ 600

Related Party Disclosures - Additional Information (Details) - EUR (€) € in Thousands				1 Months Ended	12 Months Ended
	Mar. 11, 2020	Oct. 16, 2019	May 16, 2019	Jan. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Total remuneration paid					€ 66	€ 0
Purchase of founder share from related party					18
Total consideration					€ 763	0
Amount of convertible loan to equity	€ 85,900	€ 5,500	€ 60,000	€ 1,850
Increase of capital reserve					57,998	50,515
Series B1 Ordinary Shares
Amount of convertible loan to equity						€ 48,500
Loans convertible to equity, shares						271
Series B Ordinary Shares
Amount of convertible loan to equity					€ 85,900
Loans convertible to equity, shares					4,972	4,972
Series B2 Ordinary Shares
Loans convertible to equity, shares					4,853

Related Party Disclosures - Annual remuneration and related compensation costs recognized as expense (Details) € in Thousands	12 Months Ended
	Dec. 31, 2020 EUR (€)	Dec. 31, 2019 EUR (€)
Related Party Disclosures
Short-term employee benefits	€ 1,966	€ 1,219
Share-based payment remuneration	€ 14,875	€ 1,835
Sharebased payment,stock option	1,484	1,400

Related Party Disclosures - Balances held by entities with significant influence over the company (Details) - EUR (€) € in Thousands		12 Months Ended
	Jan. 01, 2019	Dec. 31, 2020	Dec. 31, 2019
Related Party Disclosures
Share capital	€ 25	€ 96,810	€ 25
Capital reserves	€ 66,479	€ 174,998	€ 66,479

Events after the Reporting Period (Details) € in Thousands, $ in Thousands				1 Months Ended	12 Months Ended
	Mar. 11, 2020 EUR (€)	Oct. 16, 2019 EUR (€)	May 16, 2019 EUR (€)	Jan. 31, 2021 EUR (€)	Dec. 31, 2021	Mar. 31, 2021 EUR (€)	Mar. 31, 2021 USD ($)	Mar. 26, 2021 EUR (€) shares	Mar. 10, 2021 EUR (€)	Mar. 10, 2021 USD ($)	Dec. 31, 2020 EUR (€) shares	Dec. 23, 2020 EUR (€)	Dec. 23, 2020 USD ($)	Jul. 31, 2020 EUR (€)	Jul. 31, 2020 USD ($)	Dec. 31, 2019 EUR (€)
Disclosure of non-adjusting events after reporting period [line items]
Equity amount	€ 85,900	€ 5,500	€ 60,000	€ 1,850
Development partner for a purchase price											€ 763					€ 0
Notional amount						€ 1,048	$ 1,250					€ 205	$ 250	€ 422	$ 500
Shares issued \| shares											69,103
Additional percentage of employees signed Letters accepting modifications to terms					3.83%
Share Purchase Agreement
Disclosure of non-adjusting events after reporting period [line items]
Percentage of shares acquired									25.72%	25.72%
Development partner for a purchase price									€ 8,409	$ 10,000
Series B2
Disclosure of non-adjusting events after reporting period [line items]
Convertible loan								€ 85,900
Shares issued \| shares								7,187

BALANCE SHEET - Cik 0001821171_qell acquisition corp Member	Dec. 31, 2020 USD ($)
Current assets:
Cash	$ 2,023,823
Prepaid expenses	515,078
Total current assets	2,538,901
Investments held in Trust Account	379,579,492
Total Assets	382,118,393
Liabilities, Current [Abstract]
Accounts payable	133,528
Accrued expenses	80,000
Total current liabilities	213,528
Derivative warrant liabilities	61,495,200
Deferred underwriting commissions	13,282,500
Total liabilities	74,991,228
Commitments and Contingencies (Note 5)
Stockholder's Equity
Preference shares, $0.0001 par value 1,000,000 shares authorized none issued or outstanding
Additional paid-in capital	39,994,824
Accumulated deficit	(34,996,542)
Total shareholders' equity	5,000,005
Total Liabilities and Shareholders' Equity	382,118,393
Class A ordinary shares
Liabilities, Current [Abstract]
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption	302,127,160
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	774
Total shareholders' equity	774
Class A Common Stock Subject to Redemption
Liabilities, Current [Abstract]
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption	302,127,160
Class B ordinary shares
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	949
Total shareholders' equity	$ 949

BALANCE SHEET (Parenthetical) - Cik 0001821171_qell acquisition corp Member	Dec. 31, 2020 $ / shares shares
Preferred stock, par value, (per share) \| $ / shares	$ 0.0001
Preferred stock, shares authorized	1,000,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0
Class A ordinary shares
Common shares, issued, subject to possible redemption	30,212,716
Common shares, outstanding, subject to possible redemption	30,212,716
Common shares, price per share \| $ / shares	$ 10.00
Common shares, par value, (per share) \| $ / shares	$ 0.0001
Common shares, shares authorized	200,000,000
Common shares, shares issued	7,737,284
Common shares, shares outstanding	1,587,764
Class B ordinary shares
Common shares, par value, (per share) \| $ / shares	$ 0.0001
Common shares, shares authorized	20,000,000
Common shares, shares issued	9,487,500
Common shares, shares outstanding	9,487,500

STATEMENTS OF OPERATIONS - Cik 0001821171_qell acquisition corp Member	5 Months Ended
	Dec. 31, 2020 USD ($) $ / shares shares
Operating Expenses [Abstract]
General and Administrative Expense	$ 343,207
Administrative fee - related party	30,000
Loss from operations	(373,207)
Other (expense) income:
Change in fair value of derivative warrant liabilities	(33,704,100)
Offering costs - derivative warrant liabilities	(998,727)
Income earned on investments in Trust Account	79,492
Net income (loss)	(34,996,542)
Class A ordinary shares
Other (expense) income:
Net income (loss)	$ 79,492
Basic and diluted weighted average shares outstanding, ordinary shares \| shares	37,950,000
Basic and diluted net loss per ordinary share \| $ / shares	$ 0.00
Class B ordinary shares
Other (expense) income:
Net income (loss)	$ (35,000,000)
Basic and diluted weighted average shares outstanding, ordinary shares \| shares	9,016,071
Basic and diluted net loss per ordinary share \| $ / shares	$ (3.89)

STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - Cik 0001821171_qell acquisition corp Member - USD ($)	Class A ordinary shares	Class B ordinary shares	Additional Paid-in Capital	Retained Earnings (Accumulated Deficit)	Total
Balance at the beginning at Aug. 06, 2020			$ 0	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of ordinary shares to Sponsor		$ 949	24,051	0	$ 25,000
Issuance of ordinary shares to Sponsor (in shares)		9,487,500
Sale of units in initial public offering, gross	$ 3,795		361,659,705	0	361,663,500
Number of units issued	37,950,000
Excess cash received over the fair value of the private warrants			635,400	0	635,400
Offering costs			(20,200,193)	0	(20,200,193)
Class A ordinary Shares subject to possible redemption	$ (3,021)		(302,124,139)	0	(302,127,160)
Class A ordinary Shares subject to possible redemption (in shares)	(30,212,716)
Net loss	$ 79,492	$ (35,000,000)	0	(34,996,542)	(34,996,542)
Balance at the end at Dec. 31, 2020	$ 774	$ 949	39,994,824	(34,996,542)	5,000,005
Balance at the end (in shares) at Dec. 31, 2020	7,737,284	9,487,500
Balance at the beginning at Dec. 31, 2020	$ 774	$ 949	$ 39,994,824	$ (34,996,542)	$ 5,000,005
Balance at the beginning (in shares) at Dec. 31, 2020	7,737,284	9,487,500

STATEMENT OF CASH FLOWS - Cik 0001821171_qell acquisition corp Member	5 Months Ended
	Dec. 31, 2020 USD ($)
Cash Flows from Operating Activities:
Net loss	$ (34,996,542)
Adjustments to reconcile net loss to net cash used in operating activities:
Income earned on investments in Trust Account	(79,492)
General and administrative expenses paid by Sponsor under note payable	48,243
Change in fair value of derivative warrant liabilities	61,495,200
Offering costs - derivative warrant liabilities	998,727
Changes in operating assets and liabilities:
Prepaid expenses	(490,078)
Accounts payable	133,528
Accrued expenses	10,000
Net cash used in operating activities	27,119,586
Cash Flows from Investing Activities:
Cash deposited in Trust Account	(379,500,000)
Net cash used in investing activities	(379,500,000)
Cash Flows from Financing Activities:
Proceeds received from initial public offering, gross	361,663,500
Repayment of note payable to related party	(195,192)
Proceeds received from sale of private placement warrants	635,400
Offering costs paid net of reimbursements	(7,699,471)
Net cash provided by financing activities	354,404,237
Net decrease in cash	2,023,823
Cash - beginning of the period:
Cash - end of the period	2,023,823
Supplemental disclosure of non-cash investing and financing activities:
Expenses paid by Sponsor in exchange for issuance of Class B ordinary shares	25,000
Offering costs included in accrued expenses	70,000
Offering costs funded with note payable - related party	(146,949)
Deferred underwriting commissions payable	13,282,500
Initial value of Class A ordinary shares subject to possible redemption	336,062,230
Change in value of Class A ordinary shares subject to possible redemption	(33,935,070)
Derivative warrant liabilities in connection with initial public offering and private placement	$ 27,791,100

Description of Organization, Business Operations and Basis of Presentation

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Description of Organization, Business Operations and Basis of Presentation

Note 1 — Description of Organization, Business Operations and Basis of Presentation

Qell Acquisition Corp. (the “Company”) was incorporated as a Cayman Islands exempted company on August 7, 2020. The Company was incorporated for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the "Business Combination").The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies.

As of December 31, 2020, the Company had not commenced any operations. All activity for the period from August 7, 2020 (inception) through December 31, 2020 relates to the Company’s formation and the preparation of the initial public offering described below (the “Initial Public Offering”). The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Initial Public Offering. The Company has selected December 31 as its fiscal year end.

The Company’s sponsor is Qell Partners LLC, a Cayman Islands limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on September 29, 2020. On October 2, 2020, the Company consummated its Initial Public Offering of 37,950,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units being offered, the “Public Shares”), including 4,950,000 additional Units to cover over-allotments (the “Over-Allotment Units”), at $10.00 per Unit, generating gross proceeds of $379.5 million, and incurring offering costs of approximately $21.1 million, inclusive of approximately $13.3 million in deferred underwriting commissions (Note 6).

Simultaneously with the consummation of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of a total of 7,060,000 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”), at a price of $1.50 per Private Placement Warrant with the Sponsor, generating gross proceeds of approximately $10.6 million (Note 5).

Upon the closing of the Initial Public Offering and the Private Placement, $379.5 million ($10.00 per Unit) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a trust account (“Trust Account”), located in the United States with Continental Stock Transfer & Trust Company acting as trustee, and will invest only in United States government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act of 1940, as amended (the “Investment Company Act”) which invest only in direct U.S. government treasury obligations, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account as described below.

There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (as defined below) (excluding the amount of deferred underwriting discounts held in trust and taxes payable on the interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the partner or otherwise acquires a controlling interest in the partner sufficient for it not to be required to register as an investment company under the Investment Company Act.

The Company will provide its holders (the “Public Shareholders”) of its Public Shares with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share amount to be distributed to Public Shareholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 6). These Public Shares will be classified as temporary equity upon the completion of the Initial Public Offering in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing

Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 and the approval of an ordinary resolution. If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to its amended and restated memorandum and articles of association, conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transactions is required by law, or the Company decides to obtain shareholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks shareholder approval in connection with a Business Combination, the initial shareholders (as defined below) have agreed to vote their Founder Shares (as defined below in Note 5) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination. Subsequent to the consummation of the Initial Public Offering, the Company will adopt an insider trading policy which will require insiders to: (i) refrain from purchasing shares during certain blackout period and when they are in possession of any material non-public information and (ii) to clear all trades with the Company’s legal counsel prior to execution. In addition, the initial shareholders have agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination.

Notwithstanding the foregoing, the Amended and Restated Memorandum and Articles of Association will provide that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Class A ordinary shares sold in the Initial Public Offering, without the prior consent of the Company.

The Company’s Sponsor, officers and directors (the “initial shareholders”) have agreed not to propose an amendment to the memorandum and articles of association (A) that would modify the substance or timing of the Company’s obligation to allow redemption in connection with the initial business combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination within 24 months from the closing of the Initial Public Offering, or October 2, 2022, (the “Combination Period”) or (B) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity, unless the Company provides the Public Shareholders with the opportunity to redeem their Class A ordinary shares in conjunction with any such amendment.

If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay the income taxes, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of the then-outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the board of directors, liquidate and dissolve, subject in the case of clauses (ii) and (iii), to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.

The Sponsor, officers and directors have agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial shareholders or members of the Company’s management team acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to its deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a vendor for services rendered or products sold to the Company, or a prospective partner business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in

the Trust Account or to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered public accounting firm), prospective partner businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

Liquidity and Capital Resources

As of December 31, 2020, the Company had approximately $2.0 million in its operating bank account and working capital of approximately $2.3 million.

The Company’s liquidity needs through December 31, 2020 were satisfied through a contribution of $25,000 from the Sponsor to cover certain of the Company’s expenses in exchange for the issuance of the Founder Shares, a loan of approximately $195,000 from the Sponsor under the Note (see Note 5), and the net proceeds from the consummation of the Private Placement not held in the Trust Account. The Company fully repaid the Note on November 2, 2020. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 5). As of December 31, 2020, there were no amounts outstanding under any Working Capital Loan.

Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity from the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors to meet its needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.

Basis of Presentation

The Company’s financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and include all adjustments necessary for the fair presentation of the Company’s financial position for the periods presented.

As described in Note 2—Restatement of Previously Issued Financial Statements, the Company’s financial statements as of December 31, 2020, and the period from August 7, 2020 (inception) through December 31, 2020 (collectively, the “Affected Periods”), are restated in this Annual Report on Form 10-K/A (Amendment No. 1) (this “Annual Report”) to correct the misapplication of accounting guidance related to the Company’s warrants in the Company’s previously issued audited and unaudited condensed financial statements for such periods. The restated financial statements are indicated as “Restated” in the audited and unaudited condensed financial statements and accompanying notes, as applicable. See Note 2—Restatement of Previously Issued Financial Statements for further discussion.

Emerging growth company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make the comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Restatement of Previously Issued Financial Statements

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Restatement of Previously Issued Financial Statements

Note 2 — Restatement of Previously Issued Financial Statements

On May 3 2021, the Audit Committee of the Company, in consultation with management, concluded that, because of a misapplication of the accounting guidance related to its public and private placement warrants to purchase ordinary shares that the Company issued in October 2020 (the “Warrants”), the Company’s previously issued financial statements for the Affected Periods should no longer be relied upon. As such, the Company is restating its financial statements for the Affected Periods included in this Annual Report.

On April 12, 2021, the staff of the Securities and Exchange Commission (the “SEC Staff”) issued a public statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants issued by Special Purpose Acquisition Companies (“SPACs”)” (the “SEC Staff Statement”). In the SEC Staff Statement, the SEC Staff expressed its view that certain terms and conditions common to SPAC warrants may require the warrants to be classified as liabilities on the SPAC’s balance sheet as opposed to equity. Since issuance on October 2, 2020, the Company’s warrants were accounted for as equity within the Company’s previously reported balance sheets. After discussion and evaluation, including with the Company’s independent registered public accounting firm and the Company’s Audit Committee, management concluded that the warrants should be presented as liabilities with subsequent fair value remeasurement.

Historically, the Warrants were reflected as a component of equity as opposed to liabilities on the balance sheets and the statement of operations did not include the subsequent non-cash changes in estimated fair value of the Warrants, based on the application of FASB ASC Topic 815-40, Derivatives and Hedging, Contracts in Entity’s Own Equity (“ASC 815-40). The views expressed in the SEC Staff Statement were not consistent with the Company’s historical interpretation of the specific provisions within its warrant agreement and the Company’s application of ASC 815-40 to the warrant agreement. The Company reassessed its accounting for Warrants issued on October 2, 2020, in light of the SEC Staff’s published views. Based on this reassessment, management determined that the Warrants should be classified as liabilities measured at fair value upon issuance, with subsequent changes in fair value reported in the Company Statement of Operations each reporting period.

Therefore, the Company, in consultation with its Audit Committee, concluded that its previously issued Financial Statements for the period from August 7, 2020 (inception) through December 31, 2020 should be restated because of a misapplication in the guidance around accounting for certain of our outstanding warrants to purchase ordinary shares (the “Warrants”) and should no longer be relied upon.

Impact of the Restatement

The impact of the restatement on the balance sheets, statements of operations and cash flows for the Affected Periods is presented below. The restatement had no impact on net cash flows from operating, investing or financing activities.


	As of December 31, 2020
	As Previously		Restatement
	Reported		Adjustment		As Restated
Balance Sheet
Total assets	$	382,118,393	$	—	$	382,118,393
Liabilities and Shareholders’ Equity
Total current liabilities	$	213,528	$	—	$	213,528
Deferred underwriting commissions		13,282,500		—		13,282,500
Derivative warrant liabilities		—		61,495,200		61,495,200
Total liabilities		13,496,028		61,495,200		74,991,228
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption		363,622,360		(61,495,200)		302,127,160
Shareholders’ equity
Preference shares – $0.0001 par value		—		—		—
Class A ordinary shares – $0.0001 par value		159		615		774
Class B ordinary shares – $0.0001 par value		949		—		949
Additional paid-in-capital		5,292,612		34,702,212		39,994,824
Accumulated deficit		(293,715)		(34,702,827)		(34,996,542)
Total shareholders’ equity		5,000,005		—		5,000,005
Total liabilities and shareholders’ equity	$	382,118,393	$	—	$	382,118,393


	For The Period From August 7, 2020 (Inception) through December 31, 2020
	As Previously		Restatement
	Reported		Adjustment		As Restated
Statement of Operations and Comprehensive Loss
Loss from operations	$	(373,207)	$	—	$	(373,207)
Other (expense) income:
Change in fair value of derivative warrant liabilities		—		(33,704,100)		(33,704,100)
Offering costs – derivative warrant liabilities		(998,727)		(998,727)
Income earned on investments in Trust Account		79,492		—		79,492
Total other (expense) income		79,492		(34,702,827)		(34,623,335)
Net loss	$	(293,715)	$	(34,702,827)	$	(34,996,542)

Basic and Diluted weighted-average Class A ordinary shares outstanding		37,950,000		—		37,950,000
Basic and Diluted net income per Class A share	$	—		—	$	—
Basic and Diluted weighted-average Class B ordinary shares outstanding		9,016,071		—		9,016,071
Basic and Diluted net loss per Class B share	$	(0.04)		(3.84)	$	(3.88)


	For The Period From August 7, 2020 (Inception) through December 31, 2020
	As Previously		Restatement
	Reported		Adjustment		As Restated
Statement of Cash Flows
Net loss	$	(293,715)	$	(34,702,827)	$	(34,996,542)
Adjustment to reconcile net loss to net cash used in operating activities		(377,799)		62,493,927		62,116,128
Net cash used in operating activities		(671,514)		27,791,100		27,119,586
Net cash used in investing activities		(379,500,000)		—		(379,500,000)
Net cash provided by financing activities		382,195,337		(27,791,100)		354,404,237
Net change in cash	$	2,023,823		—	$	2,023,823

In addition, the impact to the balance sheet dated October 2, 2020, filed on Form 8-K on October 8, 2020 related to the impact of accounting for the public and private warrants as liabilities at fair value resulted in a $27.8 million increase to the derivative warrant liabilities line item at October 2, 2020 and offsetting decrease to the Class A ordinary shares subject to possible redemption mezzanine equity line item. There is no change to total shareholders’ equity at the reported balance sheet date.


	As of October 2, 2021
	As Previously		Restatement
	Reported		Adjustment		As Restated
Balance Sheet
Total assets	$	383,038,513	$	—	$	383,038,513
Liabilities and shareholders’ equity
Total current liabilities	$	902,681	$	—	$	902,681
Deferred underwriting commissions		13,282,500		—		13,282,500
Derivative warrant liabilities		—		27,791,100		27,791,100
Total liabilities		14,185,181		27,791,100		41,976,281
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption		363,853,330		(27,791,100)		336,062,230
Shareholders’ equity
Preference shares – $0.0001 par value		—		—		—
Class A ordinary shares – $0.0001 par value		157		278		431
Class B ordinary shares – $0.0001 par value		949		—		949
Additional paid-in-capital		5,061,644		998,449		6,060,097
Accumulated deficit		(62,748)		(998,727)		(1,061,475)
Total shareholders’ equity		5,000,002		—		5,000,002
Total liabilities and shareholders’ equity	$	383,038,513	$	—	$	383,038,513

Summary of Significant Accounting Policies

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Summary of Significant Accounting Policies

Note 3 — Summary of Significant Accounting Policies

Use of Estimates

The preparation of financial statement in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statement, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.

Concentration of Credit Risk

Trust Account. At December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Cash and Cash Equivalents

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had $1,437 in cash equivalents held in the Trust Account as of December 31, 2020.

Derivative Warrant liabilities

The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of the financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period.

The 12,650,000 warrants issued in connection with the Initial Public Offering (the “Public Warrants”) and the 7,060,000 Private Placement Warrants are recognized as derivative liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statement of operations. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants was initially measured using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants has been estimated using a Monte Carlo simulation model as of each measurement date. The fair value of Public Warrants issued in connection with the Initial Public Offering has subsequently been measured based on the listed market price of such warrants.

Investments Held in Trust Account

The Company’s portfolio of investments held in the Trust Account is comprised of cash and U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these investments are included in net gain from investments held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information, other than for investments in open-ended money market funds with published daily net asset values (“NAV”), in which case the Company uses NAV as a practical expedient to fair value. The NAV on these investments is typically held constant at $1.00 per unit. At December 31, 2020, substantially all of the assets held in the Trust Account were held in U.S. Treasury Bills.

Fair Value Measurement

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:

●

Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

●

Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

●

Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

Fair Value of Financial Instruments

As of December 31, 2020, the carrying values of cash, accounts payable and accrued expenses approximate their fair values primarily due to the short-term nature of the instruments. The Company’s investments held in Trust Account are comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in a money market funds that comprise only U.S. treasury securities and are recognized at fair value. The fair value of investments held in Trust Account is determined using quoted prices in active markets, other than for investments in open-ended money market funds with published daily NAV, in which case the Company uses NAV as a practical expedient to fair value. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants were initially measured at fair value using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model each measurement date. The fair value of Public Warrants issued in connection with the Initial Public Offering have subsequently been measured based on the listed market price of such warrants.

Offering Costs Associated with the Initial Public Offering

The Company complies with the requirements of the FASB ASC Topic 340-10-S99-1 and SEC Staff Accounting Bulletin Topic 5A — “Expenses of Offering.” Offering costs consist of legal, accounting, underwriting commissions and other costs incurred that were directly related to the Initial Public Offering. Offering costs were allocated on a relative fair value basis between shareholders’ equity and expense. The portion offering costs allocated to the public shares has been charged to shareholders’ equity. Offering costs totaled $21,198,920 (consisting of $7,590,000 of underwriting fee, $13,282,500 of deferred underwriting fee, $626,420 of other offering costs and $300,000 of reimbursed offering costs), of which $998,727 was charged to expense and $20,200,193 was charged to shareholders’ equity upon completion of the Initial Public Offering.

Class A Ordinary Shares Subject to Possible Redemption

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in FASB ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at December 31, 2020, an aggregate of 30,212,716 Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet.

Net Income (Loss) Per Ordinary Share

Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 19,710,000 of the Company’s Class A ordinary shares in the calculation of diluted income (loss) per share, since their inclusion would be anti-dilutive under the treasury stock method.

The Company’s statement of operations includes a presentation of income (loss) per share for ordinary shares subject to redemption in a manner similar to the two-class method of income per share. Net income per ordinary share, basic and diluted for Class A ordinary shares is calculated by dividing the gain on marketable securities, dividends, and interest held in the Trust Account, net of applicable taxes available to be withdrawn from the Trust Account, resulting in net income of $79,492 for the period from

August 7, 2020 (inception) through December 31, 2020, by the weighted average number of Class A ordinary shares outstanding for the period. Net loss per ordinary share, basic and diluted for Class B ordinary shares is calculated by dividing the net loss of approximately $35 million, less income attributable to Class A ordinary shares by the weighted average number of Class B ordinary shares outstanding for the period.

Income Taxes

FASB ASC Topic 740, “Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 30, 2020. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.

There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company.

Consequently, income taxes are not reflected in the Company’s financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

Recent Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective, accounting pronouncement if currently adopted would have a material effect on the Company’s financial statements.

Initial Public Offering

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Initial Public Offering

Note 4 — Initial Public Offering

On October 2, 2020, the Company consummated its Initial Public Offering of 37,950,000 Units, including 4,950,000 Over-Allotment Units, at $10.00 per Unit, generating gross proceeds of $379.5 million, and incurring offering costs of approximately $21.1 million, inclusive of approximately $13.3 million in deferred underwriting commissions.

Each Unit consists of one Class A ordinary share, par value $0.0001 per share and one-third of one redeemable warrant (each, a “Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 8).

Related Party Transactions

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Related Party Transactions

Note 5 — Related Party Transactions

Founder Shares

On August 7, 2020, the Sponsor paid $25,000 to cover certain offering costs in consideration for 25,000 ordinary shares, par value $1.00 per share, of which 3,261 ordinary shares are subject to forfeiture to the extent that the over-allotment option is not exercised in full by the underwriters. The Company amended its Memorandum and Articles of Association to designate the 25,000 ordinary shares into 9,487,500 Class B ordinary shares, par value $0.0001, prior to the consummation of the Initial Public Offering (the “Founder Shares”). Up to 1,237,500 Founder Shares were subject to forfeiture to the extent that the over-allotment option was not exercised in full by the underwriters, so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares after the Initial Public Offering. The underwriters fully exercised the over-allotment option on October 2, 2020; thus, these Founder Shares were no longer subject to forfeiture.

period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange, reorganization or other similar transaction that results in all of the Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property.

Private placement warrants

Each warrant is exercisable to purchase one Class A ordinary share at $11.50 per share. A portion of the proceeds from the Private Placement Warrants was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless.

The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants until 30 days after the completion of the initial Business Combination.

Sponsor loan

On August 7, 2020, the Sponsor agreed to loan the Company up to $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan is non-interest bearing and payable upon the completion of the Initial Public Offering. As of October 2, 2020, the Company borrowed approximately $195,000 under the Note and fully repaid to Note on November 2, 2020.

Working capital loans

In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1.5 million of such Working Capital Loans may be convertible into private placement warrants at a price of $1.50 per warrant. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of December 31, 2020, the Company had no borrowings under the Working Capital Loans.

Administrative support agreement

Commencing on the date the Company’s securities are first listed on Nasdaq, the Company agreed to pay the Sponsor a total of $10,000 per month for office space, secretarial and administrative services. Upon completion of the initial Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees. On January 28, 2021, the Company entered into an Administrative Services Agreement with Qell Operational Holdings LLC (“Holdings”), an affiliate of the Sponsor, pursuant to which Holdings will provide certain administrative services to the Company and the Company will reimburse Holdings up to $50,000 a month, subject to adjustment in accordance with the terms of the agreement. In connection therewith, the Company terminated the Administrative Services Agreement between the Company and the Sponsor dated October 2, 2020.

Commitments and Contingencies

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Commitments and Contingencies

Note 6 — Commitments and Contingencies

Registration and Shareholder Rights

The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans) were entitled to registration rights pursuant to a registration and shareholder rights

agreement. These holders were entitled to certain demand and “piggyback” registration rights. However, the registration and shareholder rights agreement provide that the Company will not permit any registration statement filed under the Securities Act to become effective until the termination of the applicable lock-up period for the securities to be registered. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting agreement

The Company granted the underwriters a 45-day option from the final prospectus relating to the Initial Public Offering to purchase up to 4,950,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions. The underwriters fully exercised the over-allotment option on October 2, 2020.

The underwriters were entitled to an underwriting discount of $0.20 per unit, or approximately $7.6 million in the aggregate, paid upon the closing of the Initial Public Offering. The underwriters reimbursed $300,000 for certain offering costs to the Company. In addition, $0.35 per unit, or approximately $13.3 million in the aggregate will be payable to certain of the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement.

Risks and Uncertainties

On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (the “COVID-19 outbreak”). In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. The full impact of the COVID-19 outbreak continues to evolve. Management continues to evaluate the impact of the COVID-19 outbreak on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Derivative Warrant Liabilities

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Derivative Warrant Liabilities

Note 7 — Derivative Warrant Liabilities

As of December 31, 2020, there was an aggregate of 19,710,000 Public Warrants and Private Placement Warrants outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional Public Warrants will be issued upon separation of the Units and only whole Public Warrants will trade. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the Class A ordinary shares issuable upon exercise of the warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company has agreed that as soon as practicable, but in no event later than 20 business days after the closing of the initial Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of the initial Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed; provided that if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elect, it will not be required to file or maintain in effect a registration statement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available.

or effective issue price of less than $9.20 per Class A ordinary share (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance), or the Newly Issued Price, (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume-weighted average trading price of the ordinary shares during the 20 trading day period starting on the trading day after the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $10.00 and 18.00 per share redemption trigger prices described below under “Redemption of warrants for Class A ordinary shares when the price per Class A ordinary share equal or exceed $10.00” and “Redemption of warrants for cash when the price per Class A ordinary share equals or exceeds $18.00” will be adjusted (to the nearest cent) to be equal to 100% and 180% of the higher of the Market Value and the Newly Issued Price, respectively.

The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of the initial Business Combination and they will not be redeemable by the Company (except as described below) so long as they are held by the Sponsor or its permitted transferees. The Sponsor, or its permitted transferees, has the option to exercise the Private Placement Warrants on a cashless basis. If the Private Placement Warrants are held by holders other than the Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company in all redemption scenarios and exercisable by the holders on the same basis as the warrants included in the units being sold in the Initial Public Offering.

Redemptions for warrants for cash when the price per Class A ordinary share equals or exceeds $18.00.

Once the warrants become exercisable, the Company may redeem the outstanding warrants (except with respect to the Private Placement Warrants):

●

in whole and not in part;

●

at a price of $0.01 per warrant;

●

upon a minimum of 30 days' prior written notice of redemption; and

●

if, and only if, the closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30- trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders (the “Reference Value”).

The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the Class A ordinary shares issuable upon exercise of the warrants is effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day redemption period. If and when the warrants become redeemable by the Company, it may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws.

Redemption of warrants for Class A ordinary shares when the price per Class A ordinary share equals or exceeds $10.00.

Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described herein with respect to the Private Placement Warrants):

●

in whole and not in part;

●

at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to an agreed table based on the redemption date and the “fair market value” of Class A ordinary shares;

●

if, and only if, the closing price of Class A ordinary shares equals or exceeds $10.00 per public share (as adjusted per share subdivisions, share dividends, reorganizations, recapitalizations and the like) on the trading day before sending the notice of redemption to the warrant holders; and

●

if the Reference Value is less than $18.00 per share (as adjusted for share splits, share dividends, rights issuances, subdivisions, reorganizations, recapitalizations and the like), then the Private Placement Warrants must also concurrently be called for redemption on the same terms (except as described herein with respect to a holder’s ability to cashless exercise its warrants) as the outstanding Public Warrants as described above.

The “fair market value” of the Class A ordinary shares for the above purpose shall mean the volume weighted average price of the Class A ordinary shares during the 10 trading days immediately following the date on which the notice of redemption is sent to the holders of warrants. In no event will the warrants be exercisable in connection with this redemption feature for more than 0.361 Class A ordinary shares per warrant (subject to adjustment).

In no event will the Company be required to net cash settle any Warrants. If the Company is unable to complete the initial Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless.

Shareholders' Equity

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Shareholders' Equity

Note 8 — Shareholders’ Equity

Preference shares — The Company is authorized to issue 1,000,000 preference shares with a par value of $0.0001 per share. As of December 31, 2020, there were no preference shares issued or outstanding.

Class A ordinary shares— The Company is authorized to issue 200,000,000 Class A ordinary shares with a par value of $0.0001 per share. As of December 31, 2020, there were 1,587,764 Class A ordinary shares issued or outstanding, excluding 36,362,236 Class A ordinary shares subject to possible redemption.

Class B ordinary shares— The Company is authorized to issue 20,000,000 Class B ordinary shares with a par value of $0.0001 per share. As of December 31, 2020, there were 9,487,500 Class B ordinary shares issued or outstanding.

Ordinary shareholders of record are entitled to one vote for each share held on all matters to be voted on by shareholders. Holders of Class A ordinary shares and holders of Class B ordinary shares will vote together as a single class on all matters submitted to a vote of the shareholders except as required by law.

The Class B ordinary shares will automatically convert into Class A ordinary shares on the first business day following the consummation of the initial Business Combination at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon the consummation of the Initial Public Offering, plus the sum of the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of the initial Business Combination (net of any redemptions of Class A ordinary shares by Public Shareholders), excluding any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in the initial Business Combination and any Private Placement Warrants issued to the Sponsor, members of the Company’s founding team or any of their affiliates upon conversion of Working Capital Loans. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one to one.

Fair Value Measurements

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Fair Value Measurements

Note 9 — Fair Value Measurements

The following table presents information about the Company’s financial assets and financial liabilities that are measured at fair value on a recurring basis as of December 31, 2020 by level within the fair value hierarchy:


	Quoted Prices in		Significant Other		Significant Other
	Active Markets		Observable Inputs		Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)
Assets:
Investments held in Trust Account -	$	379,578,055	$	—	$	—
U.S. Treasury Securities⁽¹⁾
Liabilities:
Derivative warrant liabilities	$	39,468,000	$	—	$	22,027,200

(1)	Excludes $1,437 of investments in an open-ended money market fund, in which the Company uses NAV as a practical expedient to fair value.

Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting period. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement in November 2020, when the Public Warrants were separately listed and traded.

Level 1 instruments include investments in government securities. The Company uses inputs such as actual trade data, benchmark yields, quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments.

The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants was initially measured using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants has been estimated using a Monte Carlo simulation model as of each measurement date. The fair value of Public Warrants issued in connection with the Initial Public Offering has been measured based on the listed market price of such warrants, a Level 1 measurement, since November 2020. For the period ended December 31, 2020, the Company recognized a charge to the statement of operations resulting from an increase in the fair value of liabilities of approximately $33.7 million presented as change in fair value of derivative warrant liabilities on the accompanying statement of operations.

The estimated fair value of the Private Placement Warrants, and the Public Warrants prior to being separately listed and traded, is determined using Level 3 inputs. Inherent in a Monte Carlo simulation are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its warrants based on implied volatility from the Company’s traded warrants and from historical volatility of select peer company’s common stock that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates remaining at zero.

The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates:


	As of October 2,		As of December 31,
	2020		2020
Exercise price	11.50		11.50
Stock Price	9.66		12.29
Option term (in years)	5.50		5.50
Volatility	22.20	%	25	%
Risk-free interest rate	0.33	%	0.43	%

The change in the fair value of the derivative warrant liabilities for the period from August 7, 2020 (inception) through December 31, 2020 is summarized as follows:


Derivative warrant liabilities as of October 2, 2021	$	27,791,100
Change in fair value of derivative warrant liabilities		33,704,100
Derivative warrant liabilities as of December 31, 2020	$	61,495,200

- Definition

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

+ References + Details

Subsequent Events

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Subsequent Events

Note 10 — Subsequent Events

The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based on this evaluation, the Company identified the following subsequent events for disclosure in addition to Notes 2.

On January 28, 2021, the Company entered into an Administrative Services Agreement with Holdings, pursuant to which Holdings will provide certain administrative services to the Company and the Company will reimburse Holdings up to $50,000 a month, subject to adjustment in accordance with the terms of the agreement. In connection therewith, the Company terminated the Administrative Services Agreement between the Company and the Sponsor dated October 2, 2020.

On March 30, 2021, the Company entered into a Business Combination Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), by and among Qell DutchCo B.V., a Netherlands limited liability company and wholly owned subsidiary of Sponsor (“Holdco”), Queen Cayman Merger LLC, a Cayman Islands limited liability company (“Merger Sub”), and Lilium GmbH, a German limited liability company ( “Lilium”). In accordance with the terms and subject to the conditions of the Business Combination Agreement, the consideration to be received by the shareholders of Lilium in connection with the transactions contemplated under the Business Combination Agreement shall be an aggregate number of Holdco Ordinary Shares equal to (a) $2,400,000,000, divided by (b) $10.00. Each shareholder of the Company will receive one Holdco Ordinary Share per the Company ordinary share, as set forth above. Cash held in the trust account net of redemptions and the proceeds of the Private Placement (as defined below), less the transaction costs of the Business Combination, will be received by Sponsor and used for general corporate purposes after the Business Combination.

Concurrently with the execution of the Business Combination Agreement, the Company entered into Subscription Agreements with certain investors (collectively, the “Private Placement Investors”) pursuant to which, among other things, such investors agreed to subscribe for and purchase and Holdco agreed to issue and sell to such investors, 45,000,000 Holdco Ordinary Shares (the “Private Placement Shares”), for an aggregate of $450,000,000 (the “Private Placement”) in proceeds. The closing of the Private Placement is contingent upon, among other things, the substantially concurrent consummation of the Business Combination and related transactions.

Summary of Significant Accounting Policies (Policies) - Cik 0001821171_qell acquisition corp Member

5 Months Ended

Dec. 31, 2020

Use of Estimates

Concentration of Credit Risk

Trust Account. At December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Cash and Cash Equivalents

Derivative Warrant liabilities

Investments Held in Trust Account

Fair Value Measurement

●

Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

●

Fair Value of Financial Instruments

Offering Costs Associated with the Initial Public Offering

Class A Ordinary Shares Subject to Possible Redemption

Net Income (Loss) Per Ordinary Share

Income Taxes

There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company.

Recent Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective, accounting pronouncement if currently adopted would have a material effect on the Company’s financial statements.

Restatement of Previously Issued Financial Statements (Tables)

5 Months Ended

Dec. 31, 2020

Cik 0001821171_qell acquisition corp Member

Schedule of error corrections and prior period adjustments


	As of December 31, 2020
	As Previously		Restatement
	Reported		Adjustment		As Restated
Balance Sheet
Total assets	$	382,118,393	$	—	$	382,118,393
Liabilities and Shareholders’ Equity
Total current liabilities	$	213,528	$	—	$	213,528
Deferred underwriting commissions		13,282,500		—		13,282,500
Derivative warrant liabilities		—		61,495,200		61,495,200
Total liabilities		13,496,028		61,495,200		74,991,228
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption		363,622,360		(61,495,200)		302,127,160
Shareholders’ equity
Preference shares – $0.0001 par value		—		—		—
Class A ordinary shares – $0.0001 par value		159		615		774
Class B ordinary shares – $0.0001 par value		949		—		949
Additional paid-in-capital		5,292,612		34,702,212		39,994,824
Accumulated deficit		(293,715)		(34,702,827)		(34,996,542)
Total shareholders’ equity		5,000,005		—		5,000,005
Total liabilities and shareholders’ equity	$	382,118,393	$	—	$	382,118,393


	For The Period From August 7, 2020 (Inception) through December 31, 2020
	As Previously		Restatement
	Reported		Adjustment		As Restated
Statement of Operations and Comprehensive Loss
Loss from operations	$	(373,207)	$	—	$	(373,207)
Other (expense) income:
Change in fair value of derivative warrant liabilities		—		(33,704,100)		(33,704,100)
Offering costs – derivative warrant liabilities		(998,727)		(998,727)
Income earned on investments in Trust Account		79,492		—		79,492
Total other (expense) income		79,492		(34,702,827)		(34,623,335)
Net loss	$	(293,715)	$	(34,702,827)	$	(34,996,542)

Basic and Diluted weighted-average Class A ordinary shares outstanding		37,950,000		—		37,950,000
Basic and Diluted net income per Class A share	$	—		—	$	—
Basic and Diluted weighted-average Class B ordinary shares outstanding		9,016,071		—		9,016,071
Basic and Diluted net loss per Class B share	$	(0.04)		(3.84)	$	(3.88)


	For The Period From August 7, 2020 (Inception) through December 31, 2020
	As Previously		Restatement
	Reported		Adjustment		As Restated
Statement of Cash Flows
Net loss	$	(293,715)	$	(34,702,827)	$	(34,996,542)
Adjustment to reconcile net loss to net cash used in operating activities		(377,799)		62,493,927		62,116,128
Net cash used in operating activities		(671,514)		27,791,100		27,119,586
Net cash used in investing activities		(379,500,000)		—		(379,500,000)
Net cash provided by financing activities		382,195,337		(27,791,100)		354,404,237
Net change in cash	$	2,023,823		—	$	2,023,823


	As of October 2, 2021
	As Previously		Restatement
	Reported		Adjustment		As Restated
Balance Sheet
Total assets	$	383,038,513	$	—	$	383,038,513
Liabilities and shareholders’ equity
Total current liabilities	$	902,681	$	—	$	902,681
Deferred underwriting commissions		13,282,500		—		13,282,500
Derivative warrant liabilities		—		27,791,100		27,791,100
Total liabilities		14,185,181		27,791,100		41,976,281
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption		363,853,330		(27,791,100)		336,062,230
Shareholders’ equity
Preference shares – $0.0001 par value		—		—		—
Class A ordinary shares – $0.0001 par value		157		278		431
Class B ordinary shares – $0.0001 par value		949		—		949
Additional paid-in-capital		5,061,644		998,449		6,060,097
Accumulated deficit		(62,748)		(998,727)		(1,061,475)
Total shareholders’ equity		5,000,002		—		5,000,002
Total liabilities and shareholders’ equity	$	383,038,513	$	—	$	383,038,513

Fair Value Measurements (Tables) - Cik 0001821171_qell acquisition corp Member

5 Months Ended

Dec. 31, 2020

Schedule of financial assets and financial liabilities that are measured at fair value on a recurring basis


	Quoted Prices in		Significant Other		Significant Other
	Active Markets		Observable Inputs		Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)
Assets:
Investments held in Trust Account -	$	379,578,055	$	—	$	—
U.S. Treasury Securities⁽¹⁾
Liabilities:
Derivative warrant liabilities	$	39,468,000	$	—	$	22,027,200

(1)	Excludes $1,437 of investments in an open-ended money market fund, in which the Company uses NAV as a practical expedient to fair value.

Schedule of quantitative information regarding Level 3 fair value measurements inputs


	As of October 2,		As of December 31,
	2020		2020
Exercise price	11.50		11.50
Stock Price	9.66		12.29
Option term (in years)	5.50		5.50
Volatility	22.20	%	25	%
Risk-free interest rate	0.33	%	0.43	%

Schedule of change in the fair value of the warrant liabilities


Derivative warrant liabilities as of October 2, 2021	$	27,791,100
Change in fair value of derivative warrant liabilities		33,704,100
Derivative warrant liabilities as of December 31, 2020	$	61,495,200

Description of Organization, Business Operations and Basis of Presentation (Details) - Cik 0001821171_qell acquisition corp Member - USD ($)				3 Months Ended	5 Months Ended
	Dec. 31, 2020	Oct. 31, 2020	Oct. 02, 2020	Dec. 31, 2020	Dec. 31, 2020
Subsidiary, Sale of Stock [Line Items]
Price per share	$ 10.00			$ 10.00	$ 10.00
Gross proceeds from sale of units					$ 361,663,500
Threshold minimum aggregate fair market value as a percentage of the assets held in the Trust Account					80.00%
Threshold percentage of outstanding voting securities of the target to be acquired by post-transaction company to complete business combination					50.00%
Minimum net tangible assets upon consummation of the Business Combination	$ 5,000,001			$ 5,000,001	$ 5,000,001
Threshold percentage of Public Shares subject to redemption without the Company's prior written consent					15.00%
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent)					100.00%
Threshold business days for redemption of public shares					10 days
Maximum Allowed Dissolution Expenses					$ 100,000
Cash and Cash Equivalents, at Carrying Value	2,023,823			2,023,823	2,023,823
Working capital	2,300,000			$ 2,300,000	$ 2,300,000
Sponsor \| Founder Shares
Subsidiary, Sale of Stock [Line Items]
Loan from the Sponsor	$ 195,000
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of units issued		37,950,000	37,950,000
Price per share			$ 10.00
Gross proceeds from sale of units			$ 379,500,000
Offering costs incurred		$ 500,000	21,100,000
Deferred underwriting commissions			$ 13,300,000
Private Placement
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued			7,060,000
Price of warrant			$ 1.50
Proceeds from issuance , gross			$ 10,600,000
Private Placement \| Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued	7,060,000			7,060,000	7,060,000
Price of warrant	$ 1.50			$ 1.50	$ 1.50
Over-allotment
Subsidiary, Sale of Stock [Line Items]
Number of units issued		4,950,000	4,950,000	4,950,000
Price per share		$ 10.00	$ 10.00

Restatement of Previously Issued Financial Statements - Balance Sheet (Details) - Cik 0001821171_qell acquisition corp Member - USD ($)	Dec. 31, 2020	Oct. 02, 2020	Sep. 30, 2020	Sep. 26, 2020	Aug. 31, 2020
Balance Sheet
Total assets	$ 382,118,393	$ 383,038,513
Liabilities and Shareholders' Equity
Total current liabilities	213,528	902,681
Deferred underwriting commissions	13,282,500	13,282,500
Derivative warrant liabilities	61,495,200	27,791,100
Total liabilities	74,991,228	41,976,281
Stockholder's Equity
Preference shares, $0.0001 par value; 1,000,000 shares authorized none issued or outstanding
Additional paid-in-capital	39,994,824	6,060,097
Accumulated deficit	(34,996,542)	(1,061,475)
Total shareholders' equity	5,000,005	5,000,002
Total liabilities and shareholders' equity	$ 382,118,393	$ 383,038,513
Preferred stock, par value, (per share)	$ 0.0001	$ 0.0001	$ 0.0001		$ 0.0001
As Previously Reported \| Restatement of warrants as derivative liabilities
Balance Sheet
Total assets	$ 382,118,393	$ 383,038,513
Liabilities and Shareholders' Equity
Total current liabilities	213,528	902,681
Deferred underwriting commissions	13,282,500	13,282,500
Total liabilities	13,496,028	14,185,181
Stockholder's Equity
Additional paid-in-capital	5,292,612	5,061,644
Accumulated deficit	(293,715)	(62,748)
Total shareholders' equity	5,000,005	5,000,002
Total liabilities and shareholders' equity	382,118,393	383,038,513
Restatement Adjustment \| Restatement of warrants as derivative liabilities
Liabilities and Shareholders' Equity
Derivative warrant liabilities	61,495,200	27,791,100
Total liabilities	61,495,200	27,791,100
Stockholder's Equity
Additional paid-in-capital	34,702,212	998,449
Accumulated deficit	(34,702,827)	(998,727)
Class A ordinary shares
Liabilities and Shareholders' Equity
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption	302,127,160
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	774	$ 431
Total shareholders' equity	$ 774
Common shares, par value, (per share)	$ 0.0001	$ 0.0001	0.0001	$ 0.0001	0.0001
Class A ordinary shares \| As Previously Reported \| Restatement of warrants as derivative liabilities
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	$ 159	$ 157
Class A ordinary shares \| Restatement Adjustment \| Restatement of warrants as derivative liabilities
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	615	278
Class A Common Stock Subject to Redemption
Liabilities and Shareholders' Equity
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption	$ 302,127,160	$ 336,062,230
Stockholder's Equity
Common stock subject to possible redemption, par value	$ 0.0001	$ 0.0001
Class A Common Stock Subject to Redemption \| As Previously Reported \| Restatement of warrants as derivative liabilities
Liabilities and Shareholders' Equity
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption	$ 363,622,360	$ 363,853,330
Class A Common Stock Subject to Redemption \| Restatement Adjustment \| Restatement of warrants as derivative liabilities
Liabilities and Shareholders' Equity
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption	(61,495,200)	(27,791,100)
Class B ordinary shares
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	949	$ 949
Total shareholders' equity	$ 949
Common shares, par value, (per share)	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Class B ordinary shares \| As Previously Reported \| Restatement of warrants as derivative liabilities
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	$ 949	$ 949

Restatement of Previously Issued Financial Statements - Statement of Operations and Comprehensive Loss (Details) - Cik 0001821171_qell acquisition corp Member	5 Months Ended
	Dec. 31, 2020 USD ($) $ / shares shares
Statement of Operations and Comprehensive Loss
Loss from operations	$ (373,207)
Other (expense) income:
Change in fair value of derivative warrant liabilities	(33,704,100)
Offering costs - derivative warrant liabilities	998,727
Income earned on investments in Trust Account	79,492
Total other (expense) income	(34,623,335)
Net loss	(34,996,542)
As Previously Reported \| Restatement of warrants as derivative liabilities
Statement of Operations and Comprehensive Loss
Loss from operations	(373,207)
Other (expense) income:
Offering costs - derivative warrant liabilities	(998,727)
Income earned on investments in Trust Account	79,492
Total other (expense) income	79,492
Net loss	(293,715)
Restatement Adjustment \| Restatement of warrants as derivative liabilities
Other (expense) income:
Change in fair value of derivative warrant liabilities	(33,704,100)
Offering costs - derivative warrant liabilities	(998,727)
Total other (expense) income	(34,702,827)
Net loss	(34,702,827)
Class A ordinary shares
Other (expense) income:
Net loss	$ 79,492
Basic and diluted weighted average shares outstanding \| shares	37,950,000
Class A ordinary shares \| As Previously Reported \| Restatement of warrants as derivative liabilities
Other (expense) income:
Basic and diluted weighted average shares outstanding \| shares	37,950,000
Class B ordinary shares
Other (expense) income:
Net loss	$ (35,000,000)
Basic and diluted weighted average shares outstanding \| shares	9,016,071
Basic and Diluted net loss share \| $ / shares	$ (3.88)
Class B ordinary shares \| As Previously Reported \| Restatement of warrants as derivative liabilities
Other (expense) income:
Basic and diluted weighted average shares outstanding \| shares	9,016,071
Basic and Diluted net loss share \| $ / shares	$ (0.04)
Class B ordinary shares \| Restatement Adjustment \| Restatement of warrants as derivative liabilities
Other (expense) income:
Basic and Diluted net loss share \| $ / shares	$ (3.84)

Restatement of Previously Issued Financial Statements - Statement of Cash Flows (Details) - Cik 0001821171_qell acquisition corp Member	5 Months Ended
	Dec. 31, 2020 USD ($)
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net loss	$ (34,996,542)
Change in fair value of derivative warrant liabilities	62,116,128
Net cash used in operating activities	27,119,586
Net cash used in investing activities	(379,500,000)
Net cash provided by financing activities	354,404,237
Net change in cash	2,023,823
As Previously Reported \| Restatement of warrants as derivative liabilities
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net loss	(293,715)
Change in fair value of derivative warrant liabilities	(377,799)
Net cash used in operating activities	(671,514)
Net cash used in investing activities	(379,500,000)
Net cash provided by financing activities	382,195,337
Net change in cash	2,023,823
Restatement Adjustment \| Restatement of warrants as derivative liabilities
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net loss	(34,702,827)
Change in fair value of derivative warrant liabilities	62,493,927
Net cash used in operating activities	27,791,100
Net cash provided by financing activities	$ (27,791,100)

Restatement of Previously Issued Financial Statements - Impact on Balance Sheet (Details) - Cik 0001821171_qell acquisition corp Member - USD ($)	Oct. 02, 2020	Dec. 31, 2020	Sep. 30, 2020	Sep. 26, 2020	Aug. 31, 2020
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Public and private warrants as liabilities at fair value	$ 27,800,000
Balance Sheet
Total assets	383,038,513	$ 382,118,393
Liabilities and Shareholders' Equity
Total current liabilities	902,681	213,528
Deferred underwriting commissions	13,282,500	13,282,500
Derivative warrant liabilities	27,791,100	61,495,200
Total liabilities	41,976,281	74,991,228
Stockholder's Equity
Preference shares, $0.0001 par value; 1,000,000 shares authorized none issued or outstanding
Additional paid-in-capital	6,060,097	39,994,824
Accumulated deficit	(1,061,475)	(34,996,542)
Total shareholders' equity	5,000,002	5,000,005
Total liabilities and shareholders' equity	$ 383,038,513	$ 382,118,393
Preferred stock, par value, (per share)	$ 0.0001	$ 0.0001	$ 0.0001		$ 0.0001
As Previously Reported \| Restatement of warrants as derivative liabilities
Balance Sheet
Total assets	$ 383,038,513	$ 382,118,393
Liabilities and Shareholders' Equity
Total current liabilities	902,681	213,528
Deferred underwriting commissions	13,282,500	13,282,500
Total liabilities	14,185,181	13,496,028
Stockholder's Equity
Additional paid-in-capital	5,061,644	5,292,612
Accumulated deficit	(62,748)	(293,715)
Total shareholders' equity	5,000,002	5,000,005
Total liabilities and shareholders' equity	383,038,513	382,118,393
Restatement Adjustment \| Restatement of warrants as derivative liabilities
Liabilities and Shareholders' Equity
Derivative warrant liabilities	27,791,100	61,495,200
Total liabilities	27,791,100	61,495,200
Stockholder's Equity
Additional paid-in-capital	998,449	34,702,212
Accumulated deficit	(998,727)	(34,702,827)
Class A ordinary shares
Liabilities and Shareholders' Equity
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption		302,127,160
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	$ 431	774
Total shareholders' equity		$ 774
Common shares, par value, (per share)	$ 0.0001	$ 0.0001	0.0001	$ 0.0001	0.0001
Class A ordinary shares \| As Previously Reported \| Restatement of warrants as derivative liabilities
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	$ 157	$ 159
Class A ordinary shares \| Restatement Adjustment \| Restatement of warrants as derivative liabilities
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	278	615
Class A Common Stock Subject to Redemption
Liabilities and Shareholders' Equity
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption	$ 336,062,230	$ 302,127,160
Stockholder's Equity
Common stock subject to possible redemption, par value	$ 0.0001	$ 0.0001
Class A Common Stock Subject to Redemption \| As Previously Reported \| Restatement of warrants as derivative liabilities
Liabilities and Shareholders' Equity
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption	$ 363,853,330	$ 363,622,360
Class A Common Stock Subject to Redemption \| Restatement Adjustment \| Restatement of warrants as derivative liabilities
Liabilities and Shareholders' Equity
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption	(27,791,100)	(61,495,200)
Class B ordinary shares
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	$ 949	949
Total shareholders' equity		$ 949
Common shares, par value, (per share)	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Class B ordinary shares \| As Previously Reported \| Restatement of warrants as derivative liabilities
Stockholder's Equity
Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 7,737,284 shares issued and outstanding (excluding 30,212,716 shares subject to possible redemption)	$ 949	$ 949

Summary of Significant Accounting Policies (Details) - Cik 0001821171_qell acquisition corp Member - USD ($)	5 Months Ended
	Dec. 31, 2020	Oct. 02, 2020
Cash equivalents	$ 1,437
NAV per Unit	$ 1.00
Offering costs	$ 7,699,471
Deferred underwriting commissions	13,282,500	$ 13,282,500
Net loss	(34,996,542)
Unrecognized tax benefits	0
Unrecognized tax benefits accrued for interest and penalties	$ 0
Statutory tax rate (as a percent)	0.00%
Public Warrants
Warrants issued	12,650,000
Private Placement Warrants
Warrants issued	7,060,000
Derivative warrant liabilities
Warrants to purchase common stock	19,710,000
Class B ordinary shares
Net loss	$ (35,000,000)
Class A ordinary shares
Common shares, outstanding, subject to possible redemption	30,212,716
Net loss	$ 79,492
Initial Public Offering
Offering costs	21,198,920
Underwriting fee	7,590,000
Deferred underwriting commissions	13,282,500
Other offering costs	626,420
Reimbursed offering costs	300,000
Offering costs charged to expense	998,727
Offering costs charged to shareholders' equity	$ 20,200,193

Summary of Significant Accounting Policies - Reconciliation of Net Loss per Common Share (Details) - Cik 0001821171_qell acquisition corp Member - Class A ordinary shares	5 Months Ended
	Dec. 31, 2020 $ / shares shares
Basic and diluted weighted average shares outstanding, ordinary shares \| shares	37,950,000
Basic and diluted net loss per ordinary share \| $ / shares	$ 0.00

Initial Public Offering (Details) - Cik 0001821171_qell acquisition corp Member - USD ($) $ / shares in Units, $ in Millions			3 Months Ended	5 Months Ended
	Oct. 31, 2020	Oct. 02, 2020	Dec. 31, 2020	Dec. 31, 2020
Subsidiary, Sale of Stock [Line Items]
Share price			$ 10.00	$ 10.00
Deferred underwriting commissions			$ 13.3	$ 13.3
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of units issued	37,950,000	37,950,000
Share price		$ 10.00
Gross proceeds from sale of units	$ 379.5	$ 379.5
Offering costs incurred	0.5	$ 21.1
Deferred underwriting commissions	$ 13.3
Number of shares in a unit				1
Common shares, par value, (per share)		$ 0.0001
Number of warrants in a unit				0.33
Number of shares issuable per warrant			1	1
Exercise price of warrants		$ 11.50
Over-allotment
Subsidiary, Sale of Stock [Line Items]
Number of units issued	4,950,000	4,950,000	4,950,000
Share price	$ 10.00	$ 10.00

Related Party Transactions - Founder Shares (Details) - Cik 0001821171_qell acquisition corp Member					5 Months Ended
	Dec. 31, 2020 USD ($) $ / shares shares	Oct. 31, 2020 D shares	Oct. 02, 2020 $ / shares shares	Aug. 07, 2020 USD ($) shares	Dec. 31, 2020 USD ($) D $ / shares shares	Sep. 30, 2020 $ / shares	Sep. 26, 2020 $ / shares	Aug. 31, 2020 $ / shares
Related Party Transaction [Line Items]
Issuance of ordinary shares, value \| $	$ 25,000				$ 25,000
Over-allotment
Related Party Transaction [Line Items]
Weighted average shares subject to forfeiture				3,261
Class B ordinary shares
Related Party Transaction [Line Items]
Number of shares issued					9,487,500
Issuance of ordinary shares, value \| $					$ 949
Common shares, par value, (per share) \| $ / shares	$ 0.0001		$ 0.0001		$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Common shares, shares issued	9,487,500				9,487,500
Common shares, shares outstanding	9,487,500				9,487,500
Sponsor
Related Party Transaction [Line Items]
Number of shares issued		25,000		25,000
Issuance of ordinary shares, value \| $				$ 25,000
Founder Shares \| Over-allotment
Related Party Transaction [Line Items]
Weighted average shares subject to forfeiture			0
Founder Shares \| Class B ordinary shares
Related Party Transaction [Line Items]
Common shares, par value, (per share) \| $ / shares	$ 0.0001				$ 0.0001
Weighted average shares subject to forfeiture	1,237,500				1,237,500
Common shares, shares outstanding	9,487,500				9,487,500
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders			20.00%
Founder Shares \| Sponsor
Related Party Transaction [Line Items]
Share dividend				1.00
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination					1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) \| $ / shares					$ 12.00
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| D		20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| D					30
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences					150 days

Related Party Transactions - Additional Information (Details) - Cik 0001821171_qell acquisition corp Member - USD ($)		3 Months Ended	5 Months Ended
	Oct. 02, 2020	Dec. 31, 2020	Dec. 31, 2020	Aug. 07, 2020
Related Party Transaction [Line Items]
Payments for office space and administrative support services per month		$ 10,000
Private Placement
Related Party Transaction [Line Items]
Number of warrants to purchase shares issued	7,060,000
Price of warrant	$ 1.50
Proceeds from issuance , gross	$ 10,600,000
Exercise price of warrant	$ 11.50
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination	30 days
Promissory Note with Related Party
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note				$ 300,000
Notes payable - related party	$ 195,000
Related Party Loans
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note		$ 1,500,000	$ 1,500,000
Related Party Loans \| Private Placement
Related Party Transaction [Line Items]
Price of warrant		$ 1.50	$ 1.50
Holdings
Related Party Transaction [Line Items]
Expenses per month			$ 50,000

Commitments and Contingencies (Details) - Cik 0001821171_qell acquisition corp Member - USD ($)			3 Months Ended	5 Months Ended
	Oct. 31, 2020	Oct. 02, 2020	Dec. 31, 2020	Dec. 31, 2020
Granted term			45 days
Underwriting cash discount per unit				$ 0.20
Underwriter cash discount				$ 7,600,000
Aggregate underwriter cash discount				$ 300,000
Deferred fee per unit			$ 0.35	$ 0.35
Deferred underwriting fee payable			$ 13,300,000	$ 13,300,000
Over-allotment
Number of units issued	4,950,000	4,950,000	4,950,000
Initial Public Offering
Number of units issued	37,950,000	37,950,000
Deferred underwriting fee payable	$ 13,300,000
Deferred underwriting commissions		$ 13,300,000

Derivative Warrant Liabilities (Details) - Cik 0001821171_qell acquisition corp Member	3 Months Ended	5 Months Ended
	Dec. 31, 2020 $ / shares shares	Dec. 31, 2020 D $ / shares shares
Class of Warrant or Right [Table]
Debt Instrument, Convertible, Threshold Consecutive Trading Days \| D		10
Derivative warrant liabilities
Class of Warrant or Right [Table]
Warrants issued \| shares		19,710,000
Warrants outstanding \| shares	19,710,000	19,710,000
Public Warrants exercisable term after the completion of a business combination		30 days
Warrant exercise period condition one	30 days
Warrant exercise period condition two	12 months
Maximum period after business combination in which to file registration statement		20 days
Period of time within which registration statement is expected to become effective		60 days
Threshold issue price per share	$ 9.20	$ 9.20
Adjustment one of redemption price of stock based on market value and newly issued price (as a percent)		100.00%
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 11.50	$ 11.50
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)		115.00%
Adjustment of redemption price of stock based on market value and newly issued price 2 (as a percent)		180.00%
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right \| shares	0.361	0.361
Derivative warrant liabilities \| Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00
Class of Warrant or Right [Table]
Stock price trigger for redemption of public warrants (in dollars per share)		$ 18.00
Derivative warrant liabilities \| Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $10.00
Class of Warrant or Right [Table]
Stock price trigger for redemption of public warrants (in dollars per share)		$ 10.00
Private Placement Warrants
Class of Warrant or Right [Table]
Warrants issued \| shares		7,060,000
Public Warrants
Class of Warrant or Right [Table]
Warrants issued \| shares		12,650,000
Public Warrants expiration term	5 years	5 years
Threshold trading days determining volume weighted average price		20 days
Percentage of gross proceeds on total equity proceeds		60.00%
Threshold issue price per share	$ 9.20	$ 9.20
Public Warrants \| Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00
Class of Warrant or Right [Table]
Warrant redemption condition minimum share price		18.00
Redemption price per public warrant (in dollars per share)		$ 0.01
Threshold trading days for redemption of public warrants \| D		20
Threshold consecutive trading days for redemption of public warrants \| D		30
Redemption period		30 days
Public Warrants \| Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $10.00
Class of Warrant or Right [Table]
Warrant redemption condition minimum share price		$ 10.00
Warrant redemption condition minimum share price scenario two		18.00
Redemption price per public warrant (in dollars per share)		$ 0.10

Shareholders' Equity - Preferred Stock Shares (Details) - Cik 0001821171_qell acquisition corp Member - $ / shares	Dec. 31, 2020	Oct. 02, 2020	Sep. 30, 2020	Aug. 31, 2020
Preferred stock, shares authorized	1,000,000		1,000,000	1,000,000
Preferred stock, par value, (per share)	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Preferred stock, shares issued	0		0	0
Preferred stock, shares outstanding	0

Shareholders' Equity - Common Stock Shares (Details) - Cik 0001821171_qell acquisition corp Member	5 Months Ended
	Dec. 31, 2020 Vote $ / shares shares	Oct. 02, 2020 $ / shares	Sep. 30, 2020 $ / shares shares	Sep. 26, 2020 $ / shares shares	Aug. 31, 2020 $ / shares shares
Class of Stock [Line Items]
Common shares, votes per share \| Vote	1
Class A ordinary shares
Class of Stock [Line Items]
Common shares, shares authorized	200,000,000		200,000,000	200,000,000	200,000,000
Common shares, par value, (per share) \| $ / shares	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Common shares, shares issued	7,737,284
Common shares, shares issued (in shares)	1,587,764
Common shares, shares outstanding	1,587,764
Class A common stock subject to possible redemption, issued (in shares)	30,212,716
Shares subject to possible redemption	36,362,236
Class B ordinary shares
Class of Stock [Line Items]
Common shares, shares authorized	20,000,000		20,000,000	20,000,000	20,000,000
Common shares, par value, (per share) \| $ / shares	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Common shares, shares issued	9,487,500
Common shares, shares outstanding	9,487,500
Ratio to be applied to the stock in the conversion	20

Fair Value Measurements (Details) - Cik 0001821171_qell acquisition corp Member - USD ($)	Dec. 31, 2020	Oct. 02, 2020
Liabilities:
Derivative warrant liabilities	$ 61,495,200	$ 27,791,100
Money Market mutual fund
Assets [Abstract]
Investments held in Trust Account	1,437
Level 1 \| Recurring
Liabilities:
Derivative warrant liabilities	39,468,000
Level 1 \| U.S. Treasury Securities \| Recurring
Assets [Abstract]
Investments held in Trust Account	379,578,055
Level 3 \| Recurring
Liabilities:
Derivative warrant liabilities	$ 22,027,200

Fair Value Measurements - Additional Information (Details) - Cik 0001821171_qell acquisition corp Member	5 Months Ended
	Dec. 31, 2020 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Change in fair value of derivative warrant liabilities	$ 33,704,100
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Change in fair value of derivative warrant liabilities	$ 33,700,000
Level 3 \| Dividend rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Measurement input	0

Fair Value Measurements - Level 3 Fair Value Measurements Inputs (Details) - Cik 0001821171_qell acquisition corp Member - Level 3	Dec. 31, 2020	Oct. 02, 2020
Exercise price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Measurement input	11.50	11.50
Stock Price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Measurement input	12.29	9.66
Option term (in years)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Measurement input	5.50	5.50
Volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Measurement input	25	22.20
Risk-free interest rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Measurement input	0.43	0.33

Fair Value Measurements - Change in the Fair Value of the Warrant Liabilities (Details) - Cik 0001821171_qell acquisition corp Member - Level 3	3 Months Ended
	Dec. 31, 2020 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Derivative warrant liabilities as of October 2, 2021	$ 27,791,100
Change in fair value of derivative warrant liabilities	33,704,100
Derivative warrant liabilities as of December 31, 2020	$ 61,495,200

Subsequent Events - (Details) - Cik 0001821171_qell acquisition corp Member - USD ($)			5 Months Ended
	Mar. 30, 2021	Jan. 28, 2021	Dec. 31, 2020
Holdings
Subsequent Event [Line Items]
Expenses per month			$ 50,000
Subsequent event \| Holdings
Subsequent Event [Line Items]
Expenses per month		$ 50,000
Subsequent event \| Business Combination Agreement [Member]
Subsequent Event [Line Items]
Proceeds from Issuance of Common Stock	$ 2,400,000,000
Sale of Stock, Price Per Share	$ 10.00
Subsequent event \| Private Placement Investors [member]
Subsequent Event [Line Items]
Stock Issued During Period, Shares, New Issues	45,000,000
Proceeds from Issuance of Common Stock	$ 450,000,000

CONDENSED BALANCE SHEETS - Cik 0001821171_qell Acquisition Corp Member - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Current assets:
Cash	$ 337,744	$ 2,023,823
Prepaid expenses	390,307	515,078
Due from related party	87,365
Total current assets	815,416	2,538,901
Investments held in Trust Account	379,656,050	379,579,492
Total Assets	380,471,466	382,118,393
Current liabilities:
Accounts payable	342,203	133,528
Accrued expenses	4,993,894	80,000
Total current liabilities	5,336,097	213,528
Derivative warrant liabilities	31,536,000	61,495,200
Deferred underwriting commissions	13,282,500	13,282,500
Total liabilities	50,154,597	74,991,228
Commitments and Contingencies (Note 5)
Shareholders' Equity:
Preference shares, $0.0001 par value; 1,000,000 shares authorized none issued or outstanding
Additional paid-in capital	16,805,356	39,994,824
Accumulated deficit	(11,806,838)	(34,996,542)
Total shareholders' equity	5,000,009	5,000,005
Total Liabilities and Shareholders' Equity	380,471,466	382,118,393
Class A Common Stock Subject to Redemption
Current liabilities:
Class A ordinary shares subject to possible redemption; 32,571,861 and 30,212,716 shares at $10.00 per share as of March 31, 2021 and December 31,2020, respectively	325,316,860	302,127,160
Class A ordinary shares
Shareholders' Equity:
Ordinary shares	542	774
Class B ordinary shares
Shareholders' Equity:
Ordinary shares	$ 949	$ 949

CONDENSED BALANCE SHEETS (Parenthetical) - Cik 0001821171_qell Acquisition Corp Member - $ / shares	Jun. 30, 2021	Dec. 31, 2020
Preference shares, par value	$ 0.0001	$ 0.0001
Preference shares, shares authorized	1,000,000	1,000,000
Preference shares, shares issued	0	0
Preference shares, shares outstanding	0	0
Class A Common Stock Subject to Redemption
Shares subject to possible redemption	32,531,686	30,212,716
Purchase price, per unit	$ 10.00	$ 10.00
Class A ordinary shares
Ordinary shares, par value	$ 0.0001	$ 0.0001
Ordinary shares, shares authorized	200,000,000	200,000,000
Ordinary shares, shares issued	5,418,314	7,737,284
Ordinary shares, shares outstanding	5,418,314	7,737,284
Class B ordinary shares
Ordinary shares, par value	$ 0.0001	$ 0.0001
Ordinary shares, shares authorized	20,000,000	20,000,000
Ordinary shares, shares issued	9,487,500	9,487,500
Ordinary shares, shares outstanding	9,487,500	9,487,500

UNAUDITED CONDENSED STATEMENTS OF OPERATIONS - Cik 0001821171_qell Acquisition Corp Member - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021
Operating expenses:
General and administrative expenses	$ 2,695,836	$ 6,683,419
Administrative fee - related party	84,677	162,635
Loss from operations	(2,780,513)	(6,846,054)
Other income:
Change in fair value of derivative warrant liabilities	2,365,200	29,959,200
Income earned on investments held in Trust Account	13,570	76,558
Net income (loss)	$ (401,743)	$ 23,189,704
Class A ordinary shares
Other income:
Basic and diluted weighted average shares outstanding	37,950,000	37,950,000
Basic and diluted net loss per ordinary share	$ 0.00	$ 0.00
Class B ordinary shares
Other income:
Net income (loss)	$ (401,743)	$ 23,189,704
Basic and diluted weighted average shares outstanding	9,487,500	9,487,500
Basic and diluted net loss per ordinary share	$ (0.04)	$ 2.44

UNAUDITED CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - Cik 0001821171_qell Acquisition Corp Member - USD ($)	Class A ordinary shares Ordinary shares	Class B ordinary shares Ordinary shares	Class B ordinary shares	Additional Paid-in Capital	Retained Earnings (Accumulated Deficit)	Total
Balance at the end at Dec. 31, 2020	$ 774	$ 949		$ 39,994,824	$ (34,996,542)	$ 5,000,005
Balance at the end (in shares) at Dec. 31, 2020	7,737,284	9,487,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Class A ordinary Shares subject to possible redemption	$ (236)			(23,591,214)		(23,591,450)
Class A ordinary Shares subject to possible redemption (in shares)	(2,359,145)
Net income (loss)	$ 0	$ 0		0	23,591,447	23,591,447
Balance at the end at Mar. 31, 2021	$ 538	$ 949		16,403,610	(11,405,095)	5,000,002
Balance at the end (in shares) at Mar. 31, 2021	5,378,139	9,487,500
Balance at the beginning at Dec. 31, 2020	$ 774	$ 949		39,994,824	(34,996,542)	5,000,005
Balance at the beginning (in shares) at Dec. 31, 2020	7,737,284	9,487,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of ordinary shares to Sponsor						25,000
Net income (loss)			$ 23,189,704			23,189,704
Balance at the end at Jun. 30, 2021	$ 542	$ 949		16,805,356	(11,806,838)	5,000,009
Balance at the end (in shares) at Jun. 30, 2021	5,418,314	9,487,500
Balance at the beginning at Mar. 31, 2021	$ 538	$ 949		16,403,610	(11,405,095)	5,000,002
Balance at the beginning (in shares) at Mar. 31, 2021	5,378,139	9,487,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Class A ordinary Shares subject to possible redemption	$ 4			401,746		401,750
Class A ordinary Shares subject to possible redemption (in shares)	40,175
Net income (loss)	$ 0	$ 0	$ (401,743)	0	(401,743)	(401,743)
Balance at the end at Jun. 30, 2021	$ 542	$ 949		$ 16,805,356	$ (11,806,838)	$ 5,000,009
Balance at the end (in shares) at Jun. 30, 2021	5,418,314	9,487,500

- Definition

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

+ References

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-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121326447&loc=SL5780133-109256

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22658-107794

+ Details

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References + Details

UNAUDITED CONDENSED STATEMENT OF CASH FLOWS - Cik 0001821171_qell Acquisition Corp Member - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021
Cash Flows from Operating Activities:
Net income		$ 23,189,704
Adjustments to reconcile net income to net cash used in operating activities:
Income earned on investments in Trust Account	$ (13,570)	(76,558)
Change in fair value of derivative warrant liabilities	(2,365,200)	(29,959,200)
Changes in operating assets and liabilities:
Prepaid expenses		124,771
Due from related party		(87,365)
Accounts payable		208,675
Accrued expenses		4,913,894
Net cash used in operating activities		(1,686,079)
Cash Flows from Financing Activities:
Net decrease in cash		(1,686,079)
Cash - beginning of the period:		2,023,823
Cash - end of the period	$ 337,744	337,744
Supplemental disclosure of non-cash investing and financing activities:
Change in initial value of Class A ordinary shares subject to possible redemption		$ 23,189,700

Description of organization, business operations and basis of presentation

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Description of organization, business operations and basis of presentation

Note 1 — Description of organization, business operations and basis of presentation

Qell Acquisition Corp. (the “Company”) was incorporated as a Cayman Islands exempted company on August 7, 2020. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies.

As of June 30, 2021, the Company had not commenced any operations. All activity through June 30, 2021 relates to the Company’s formation, the initial public offering (“Initial Public Offering”) described below, identifying a target for a Business Combination, and activities in connection with the proposed Business Combination with Lilium GmbH, a German limited liability company, Lilium B.V., a Dutch private liability company and Queen Cayman Merger LLC, a Cayman Islands limited liability company, as described further below. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering. The Company has selected December 31 as its fiscal year end.

The Company’s sponsor is Qell Partners LLC, a Cayman Islands limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on September 29, 2020. On October 2, 2020, the Company consummated its Initial Public Offering of 37,950,000 units (each, a “Unit” and collectively, the “Units” and, with respect to the Class A ordinary shares included in the Units being offered, the “Public Shares”), including 4,950,000 additional Units to cover over-allotments (the “Over-Allotment Units”), at $10.00 per Unit, generating gross proceeds of $379.5 million, and incurring offering costs of approximately $21.1 million, inclusive of approximately $13.3 million in deferred underwriting commissions (Note 5).

The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding the amount of deferred underwriting discounts held in trust and taxes payable on the interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the partner or otherwise acquires a controlling interest in the partner sufficient for it not to be required to register as an investment company under the Investment Company Act.

The Company will provide its holders of its Public Shares (individually, “Public Shareholder”, and collectively,the “Public Shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $10.00 for each of the Public Shares). The per-share amount to be distributed to Public Shareholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 5). These Public Shares will be classified as temporary equity upon the completion of the Initial Public Offering in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity” (“ASC 480”). In such case, the Company will

proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 and the approval of an ordinary resolution. If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to its amended and restated memorandum and articles of association, conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transactions is required by law, or the Company decides to obtain shareholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks shareholder approval in connection with a Business Combination, the initial shareholders (as defined below) have agreed to vote their Founder Shares (as defined below in Note 4) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination. Subsequent to the consummation of the Initial Public Offering, the Company will adopt an insider trading policy which will require insiders to: (i) refrain from purchasing shares during certain blackout period and when they are in possession of any material non-public information and (ii) to clear all trades with the Company’s legal counsel prior to execution. In addition, the initial shareholders have agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination.

Notwithstanding the foregoing, the Amended and Restated Memorandum and Articles of Association (the “Article of Association”) will provide that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Class A ordinary shares sold in the Initial Public Offering, without the prior consent of the Company.

The Company’s Sponsor, officers and directors (the “initial shareholders”) have agreed not to propose an amendment to the Articles of Association (A) that would modify the substance or timing of the Company’s obligation to allow redemption in connection with our initial Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination within 24 months from the closing of the Initial Public Offering, or October 2, 2022, (the “Combination Period”) or (B) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity, unless the Company provides the Public Shareholders with the opportunity to redeem their Class A ordinary shares in conjunction with any such amendment. If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay the income taxes, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of the then-outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the board of directors, liquidate and dissolve, subject in the case of clauses (ii) and (iii), to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.

The Sponsor, officers and directors have agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial shareholders or members of the Company’s management team acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to its deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a vendor for services rendered or products sold to the Company, or a prospective partner business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability

for such third party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered public accounting firm), prospective partner businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

Going Concern

As of June 30, 2021, the Company had approximately $0.3 million in its operating bank account and a working capital deficit of approximately $4.5 million.

The Company’s liquidity needs through June 30, 2021 were satisfied through a contribution of $25,000 from the Sponsor to cover certain of the Company’s expenses in exchange for the issuance of the Founder Shares, a loan of approximately $195,000 from the Sponsor under the Note (see Note 4), and the net proceeds from the consummation of the Private Placement not held in the Trust Account. The Company fully repaid the Note on November 2, 2020. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 4). As of June 30, 2021, there were no amounts outstanding under any Working Capital Loans.

The liquidity condition raises substantial doubt about the Company’s ability to continue as a going concern for one year from the date of the filing of this Quarterly Report on Form 10-Q. These condensed financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern.

Basis of Presentation

The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the period presented.

The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2020 as filed with the SEC on May 4, 2021, which contains the audited financial statements and notes thereto. The interim results for the three and six months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future periods.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make the comparison of the Company’s unaudited condensed financial statements with another public company that is neither an emerging growth company

nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Proposed Business Combination and Related Transaction

On March 30, 2021, the Company entered into a business combination agreement (as it may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), by and among Qell DutchCo B.V., a Netherlands limited liability company and wholly owned subsidiary of our Sponsor (“Holdco”), Queen Cayman Merger LLC, a Cayman Islands limited liability company (“Merger Sub”), and Lilium GmbH, a German limited liability company ( “Lilium”).The Business Combination Agreement provides for, among other things, the following transactions on closing (collectively, the “Lilium Business Combination”):

●

After signing of the Business Combination Agreement, and prior to closing of the Lilium Business Combination, the legal form of our Sponsor shall be changed from a private company with limited liability to a public limited liability company;

●

The Company will merge with and into Merger Sub (the “Merger”), with Merger Sub as the surviving company (the “Surviving Company”) in the merger and, after giving effect to such merger, becoming a wholly owned subsidiary of the Company’ Sponsor;

●

In connection with the Merger, each issued and outstanding ordinary share of the Company will be converted into a claim for a corresponding equity security in the Merger Sub, and such claim shall then be automatically contributed into the Company’s Sponsor in exchange for one ordinary share in the share capital of Holdco (a “Holdco Ordinary Share”);

●

Immediately following the Merger, Merger Sub and Holdco will cause Merger Sub to, commence winding up under the Cayman LLC Act and distribute all of its tangible and intangible assets (including all cash) and transfer any and all of its liabilities to Holdco (the “Liquidation Distribution and Assumption”);

●

Immediately following the Liquidation Distribution and Assumption, Holdco will take a series of actions including, but not limited to, (i) consummation of the Lilium Private Placement (as defined below), (ii) appointment of Daniel Wiegand as executive director to the board of directors of Holdco, and (iii) execution of the Holdco Board Agreements (as defined in the Business Combination Agreement);

●

The shareholders of Lilium will exchange (the “Exchange”) their interests in Lilium for Holdco Ordinary Shares. All Lilium shareholders, but for Daniel Wiegand, will receive Class A Holdco Ordinary Shares in the Exchange. Daniel Weigand will receive Class B Holdco Ordinary Shares. Class B Holdco Ordinary Shares will rank pari passu with Class A Holdco Ordinary Shares in all respects, provided they will be entitled to 3x super voting rights, subject to customary sunset provisions; and

●

Each outstanding warrant to purchase a Class A ordinary share of Qell will, by its terms, convert into a warrant to purchase one Holdco Ordinary Share, on the same contractual terms.

In accordance with the terms and subject to the conditions of the Business Combination Agreement, the consideration to be received by the shareholders of Lilium in connection with the transactions contemplated under the Business Combination Agreement shall be an aggregate number of Holdco Ordinary Shares equal to (a) $2,400,000,000, divided by (b) $10.00. Each of our shareholders will receive one Holdco Ordinary Share per our ordinary share, as set forth above. Cash held in the trust account net of redemptions and the proceeds of the Lilium Private Placement (as defined below), less the transaction costs of the Lilium Business Combination, will be received by Holdco and used for general corporate purposes after the Lilium Business Combination.

Concurrently with the execution of the Business Combination Agreement, the Company entered into Subscription Agreements with certain investors (collectively, the “Private Placement Investors”) pursuant to which, among other things, such investors agreed to subscribe for and purchase and Holdco agreed to issue and sell to such investors, 45,000,000 Holdco Ordinary Shares (the “Private Placement Shares”), for an aggregate of $450,000,000 (the “Lilium Private Placement”) in proceeds. The closing of the Lilium Private Placement is contingent upon, among other things, the substantially concurrent consummation of the Lilium Business Combination and related transactions.

Summary of significant accounting policies

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Summary of significant accounting policies

Note 2 — Summary of significant accounting policies

Use of Estimates

The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the derivative warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. At June 30, 2021 and December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Cash and Cash Equivalents

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of June 30, 2021 and December 31, 2020.

Investments Held in Trust Account

The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the condensed balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in income from investments held in Trust Account in the accompanying unaudited condensed statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.

Fair Value Measurement

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.

●

Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

●

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC Topic 820, “Fair Value Measurements,” equal or approximate the carrying amounts represented in the condensed balance sheets.

Derivative Warrant Liabilities

The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be classified as liabilities or as equity, is re-assessed at the end of each reporting period.

The Public Warrants and the Private Placement Warrants are recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s unaudited condensed statements of operations. The initial estimated fair value of the Public Warrants was measured using a Monte Carlo simulation. The fair value of the Private Warrants was deemed to be equal to the fair value of the Public Warrants. The Private Warrants are not subject to the redemption feature at $0.01 when Class A ordinary share price is higher than $18 but are subject to the redemption pursuant to Section 6.2 when the Class A ordinary share price is between $10 and $18. The redemption price pursuant to the make-whole table when the Class A ordinary share price is $18 is equivalent to the intrinsic value of the warrant (0.361 Class A ordinary shares) making it optimal for the issuer to redeem the Private Warrants when the Class A ordinary share price reaches $18. Therefore, the Private Warrants are subject to substantially the same redemption features as the Public Warrants and hence their fair values are equal. Beginning in November 2020, the estimated fair value of the Public Warrants is based on the listed price in an active market for such warrants.

Offering Costs Associated with the Initial Public Offering

Offering costs consisted of legal, accounting, underwriting fees and other costs incurred in connection with the preparation for the Initial Public Offering. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities are expensed as incurred, presented as non-operating expenses in the unaudited condensed statements of operations. Offering costs associated with the Public Shares were charged to shareholders’ equity upon the completion of the Initial Public Offering.

Class A Ordinary Shares Subject to Possible Redemption

Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ equity. Our Class A ordinary shares feature certain redemption rights that are considered to be outside of our control and subject to the occurrence of uncertain future events. Accordingly, at June 30, 2021 and December 31, 2020, an aggregate of 32,531,686 and 30,212,716, respectively, of Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed balance sheets.

Net Income (Loss) Per Ordinary Share

Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 19,710,000 of the Company’s Class A ordinary shares in the calculation of diluted income (loss) per share, since their exercise is contingent upon future events and their inclusion would be anti-dilutive.

The Company’s unaudited condensed statements of operations include a presentation of income (loss) per share for ordinary shares subject to redemption in a manner similar to the two-class method of income per share. Net income per ordinary share, basic and diluted for Class A ordinary shares is calculated by dividing the income earned on investments held in the Trust Account, net of applicable taxes available to be withdrawn from the Trust Account, for the three and six months ended June 30, 2021, respectively, by the weighted average number of Class A ordinary shares outstanding for the period. Net income (loss) per ordinary share, basic and diluted for Class B ordinary shares is calculated by dividing the net (loss) income, less income attributable to Class A ordinary shares by the weighted average number of Class B ordinary shares outstanding for the period.

The following table reflects the calculation of basic and diluted net income (loss) per share of ordinary share:


	For the Three Months		For the Six Months
	Ended June 30, 2021		Ended June 30, 2021
Class A ordinary shares
Numerator: Income allocable to Class A ordinary shares
Income from investments held in Trust Account	$	13,570	$	76,558
Less: Company's portion available to be withdrawn to pay taxes		—		—
Net income attributable to Class A ordinary shares	$	13,570	$	76,558
Denominator: Weighted average Class A ordinary shares
Basic and diluted weighted average shares outstanding, Class A ordinary shares		37,950,000		37,950,000
Basic and diluted net income per share, Class A ordinary shares	$	0.00	$	0.00

Class B ordinary shares
Numerator: Net income (loss) minus net income allocable to Class A ordinary shares
Net income (loss)	$	(401,743)	$	23,189,704
Net income allocable to Class A ordinary shares		(13,570)		(76,558)
Net income (loss) attributable to Class B ordinary shares	$	(415,313)	$	23,113,146
Denominator: weighted average Class B ordinary shares
Basic and diluted weighted average shares outstanding, Class B ordinary shares		9,487,500		9,487,500
Basic and diluted net income (loss) per share, Class B ordinary shares	$	(0.04)	$	2.44

Income Taxes

FASB ASC Topic 740, “Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021 and December 31, 2020. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of June 30,2021 and December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.

There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

Recent Accounting Pronouncements

In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The Company adopted ASU 2020-06 on January 1, 2021. Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows.

The Company’s management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying unaudited condensed financial statements.

Initial Public Offering

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Initial Public Offering

Note 3 — Initial Public Offering

Related party transactions

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Related party transactions

Note 4 — Related party transactions

Founder Shares

On August 7, 2020, the Sponsor paid $25,000 to cover certain offering costs in consideration for 25,000 ordinary shares, par value $1.00 per share, of which 3,261 ordinary shares were subject to forfeiture to the extent that the over-allotment option was not exercised in full by the underwriters. On September 29, 2020, the Company amended its Memorandum and Articles of Association to designate the 25,000 ordinary shares into 9,487,500 Class B ordinary shares, par value $0.0001 (the “Founder Shares”). All shares and the associated amounts have been retroactively restated to reflect the aforementioned share capitalization. Up to 1,237,500 Founder Shares were subject to forfeiture to the extent that the over-allotment option was not exercised in full by the underwriters, so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares after the Initial Public Offering. The underwriters fully exercised the over-allotment option on October 2, 2020; thus, these Founder Shares were no longer subject to forfeiture.

The initial shareholders agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination and (B) subsequent to the initial Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange, reorganization or other similar transaction that results in all of the Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property.

Private Placement Warrants

Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 7,060,000 Private Placement Warrants, at a price of $1.50 per Private Placement Warrant with the Sponsor, generating gross proceeds of approximately $10.6 million. On September 30, 2020, the Company received an advance from the Sponsor for Private Placement Warrants of approximately $9.9 million. Subsequent to September 30, 2020, the Company received the remaining proceeds for the Private Placement Warrants for the total purchase price of $10.6 million.

Sponsor loan

On August 7, 2020, the Sponsor agreed to loan the Company up to $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan is non-interest bearing and payable upon the completion of the Initial Public Offering. As of September 30, 2020, the Company borrowed approximately $195,000 under the Note. The Company fully repaid the Note on November 2, 2020. As of June 30, 2021, the Note was no longer available.

Working Capital Loans

In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1.5 million of such Working Capital Loans may be convertible into private placement warrants at a price of $1.50 per warrant. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of June 30, 2021 and December 31, 2020, the Company had no borrowings under the Working Capital Loans.

Administrative Services Agreement

Commencing on the date the Company’s securities were first listed on Nasdaq, the Company agreed to pay the Sponsor a total of $10,000 per month for office space, secretarial and administrative services. Upon completion of the initial Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees.

On January 28, 2021, the Company entered into an administrative services agreement (the “Administrative Services Agreement”) with Qell Operational Holdings LLC (“Holdings”), an affiliate of Qell Partners LLC, pursuant to which Holdings will provide certain administrative services to the Company and the Company will reimburse Holdings up to $50,000 a month, subject to adjustment in accordance with the terms of the agreement. In connection therewith, the Company terminated the Administrative Services Agreement between the Company and the Sponsor dated October 1, 2020. The Company incurred approximately $85,000 and $163,000 in administrative expenses under the agreement, which is recognized in the accompanying unaudited condensed statements of operations for the three and six months ended June 30, 2021, respectively, within general and administrative expenses — related party. As of June 30, 2021 and December 31, 2020, there was no outstanding balance in accounts payable — related party, as reflected in the accompanying unaudited condensed balance sheets.

Commitments & Contingencies

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Commitments & Contingencies

Note 5 — Commitments & Contingencies

Registration Rights

The holders of Founder Shares, Private Placement Warrants, Class A ordinary shares underlying the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans) will be entitled to registration rights pursuant to a registration rights agreement to be signed upon consummation of the Initial Public Offering. These holders will be entitled to make up to three demands, excluding short form demands, that the Company registers such securities. In addition, these holders will have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

Risks and Uncertainties

Management continues to evaluate the impact of the COVID-19 outbreak on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these unaudited condensed financial statements. The unaudited condensed financial statement does not include any adjustments that might result from the outcome of this uncertainty.

Shareholders' deficit

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Shareholders' deficit

Note 6 — Shareholders’ deficit

Preference shares — The Company is authorized to issue 1,000,000 preference shares with a par value of $0.0001 per share. As of June 30, 2021 and December 31, 2020, there were no preference shares issued or outstanding.

Class A ordinary shares — The Company is authorized to issue 200,000,000 Class A ordinary shares with a par value of $0.0001 per share. As of June 30, 2021 and December 31, 2020, there were 5,418,314 and 7,737,284 Class A ordinary shares issued and outstanding, excluding 32,531,686 and 30,212,716 Class A ordinary shares subject to possible redemption.

Class B ordinary shares — The Company is authorized to issue 20,000,000 Class B ordinary shares with a par value of $0.0001 per share. As of June 30, 2021 and December 31, 2020, there were 9,487,500 Class B ordinary shares issued and outstanding.

Warrants

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Warrants

Note 7 — Warrants

As of June 30, 2021 and December 31, 2020, there was an aggregate of 12,650,000 Public Warrants and 7,060,000 Private Placement Warrants outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional Public Warrants will be issued upon separation of the Units and only whole Public Warrants will trade. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the Class A

ordinary shares issuable upon exercise of the warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company has agreed that as soon as practicable, but in no event later than 20 business days after the closing of the initial Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of the initial Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed; provided that if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elect, it will not be required to file or maintain in effect a registration statement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available.

The warrants have an exercise price of at $11.50 per share and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. In addition, if (x) the Company issues additional Class A ordinary shares or equity linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per Class A ordinary share (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance), or the “Newly Issued Price,” (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume-weighted average trading price of the ordinary shares during the 20 trading day period starting on the trading day after the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $10.00 and 18.00 per share redemption trigger prices described below under “Redemption of warrants for Class A ordinary shares when the price per Class A ordinary share equal or exceed $10.00” and “Redemption of warrants for cash when the price per Class A ordinary share equals or exceeds $18.00” will be adjusted (to the nearest cent) to be equal to 100% and 180% of the higher of the Market Value and the Newly Issued Price, respectively.

Redemptions for warrants for cash when the price per Class A ordinary share equals or exceeds $18.00.

Once the warrants become exercisable, the Company may redeem the outstanding warrants (except with respect to the Private Placement Warrants):

●

in whole and not in part;

●

at a price of $0.01 per warrant;

●

upon a minimum of 30 days’ prior written notice of redemption; and

●

period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders (the “Reference Value”).

Redemption of warrants for Class A ordinary shares when the price per Class A ordinary share equals or exceeds $10.00.

Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described herein with respect to the Private Placement Warrants):

●

in whole and not in part;

●

at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to an agreed table based on the redemption date and the “fair market value” of our Class A ordinary shares;

●

if, and only if, the closing price of Class A ordinary shares equals or exceeds $10.00 per public share (as adjusted per share subdivisions, share dividends, reorganizations, recapitalizations and the like) on the trading day before we send the notice of redemption to the warrant holders; and

●

Fair Value Measurements

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Fair Value Measurements

Note 8 — Fair Value Measurements

The following table presents information about the Company’s financial assets and financial liabilities that are measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020 by level within the fair value hierarchy:


	Fair Value Measured as of June 30, 2021
	Level 1		Level 2		Level 3		Total
Assets
Investments held in Trust Account – Money market mutual fund	$	379,656,050	$	—	$	—	$	379,656,050
Liabilities:
Derivative warrant liabilities – Public warrants		20,240,000		—		—		20,240,000
Derivative warrant liabilities – Private warrants		—		11,296,000		—		11,296,000
Total fair value	$	399,896,050	$	11,296,000	$	—	$	411,192,050


	Fair Value Measured as of December 31, 2020
	Level 1		Level 2		Level 3		Total
Assets
Investments held in Trust Account – U.S. Treasury Securities	$	379,579,492	$	—	$	—	$	379,579,492
Liabilities:
Derivative warrant liabilities – Public warrants		39,468,000		—		—		39,468,000
Derivative warrant liabilities – Private warrants		—		—		22,027,200		22,027,200
Total fair value	$	419,047,492	$	—	$	22,027,200	$	441,074,692

Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting period. There were no transfers during the three and six months ended June 30, 2021.

Level 1 assets include investments in government securities. The Company uses inputs such as actual trade data, benchmark yields, quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments.

The fair value of the Public Warrants issued in connection with the Public Offering was initially measured using a Monte Carlo simulation model. The Company utilized a Monte Carlo simulation to estimate the fair value of the Private Warrants at December 31, 2020, and used the quoted price of the Public Warrants on the Nasdaq Stock Market at June 30, 2021 to estimate the fair value of both the Public Warrants and Private Placement Warrants at that date. For the three and six months ended June 30, 2021, the Company recognized a gain in the unaudited condensed statements of operations resulting from a decrease in the fair value of derivative warrant liabilities of approximately $2.4 and $30.0 million, respectively, presented as change in fair value of derivative warrant liabilities in the accompanying unaudited condensed statements of operations.

The subsequent measurements of the Private Placement Warrants after the detachment of the Public Warrants from the Units are classified as Level 2 due to the use of an observable market quote for a similar asset in an active market.

- Definition

+ References + Details

Subsequent events

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Subsequent events

Note 9 — Subsequent events

Management has evaluated subsequent events and transactions that occurred after the balance sheet date through the date the unaudited condensed financial statements were issued. Based upon this review, unless there were any, the Company did not identify any subsequent events that would have required adjustment or disclosure in the unaudited condensed financial statements.

Summary of significant accounting policies (Policies) - Cik 0001821171_qell Acquisition Corp Member

6 Months Ended

Jun. 30, 2021

Use of Estimates

Concentration of Credit Risk

Cash and Cash Equivalents

Investments Held in Trust Account

Fair Value Measurement

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.

●

Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

●

Fair Value of Financial Instruments

Derivative Warrant Liabilities

Offering Costs Associated with the Initial Public Offering

Class A Ordinary Shares Subject to Possible Redemption

Net Income (Loss) Per Ordinary Share

Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 19,710,000 of the Company’s Class A ordinary shares in the calculation of diluted income (loss) per share, since their exercise is contingent upon future events and their inclusion would be anti-dilutive.

The following table reflects the calculation of basic and diluted net income (loss) per share of ordinary share:


	For the Three Months		For the Six Months
	Ended June 30, 2021		Ended June 30, 2021
Class A ordinary shares
Numerator: Income allocable to Class A ordinary shares
Income from investments held in Trust Account	$	13,570	$	76,558
Less: Company's portion available to be withdrawn to pay taxes		—		—
Net income attributable to Class A ordinary shares	$	13,570	$	76,558
Denominator: Weighted average Class A ordinary shares
Basic and diluted weighted average shares outstanding, Class A ordinary shares		37,950,000		37,950,000
Basic and diluted net income per share, Class A ordinary shares	$	0.00	$	0.00

Class B ordinary shares
Numerator: Net income (loss) minus net income allocable to Class A ordinary shares
Net income (loss)	$	(401,743)	$	23,189,704
Net income allocable to Class A ordinary shares		(13,570)		(76,558)
Net income (loss) attributable to Class B ordinary shares	$	(415,313)	$	23,113,146
Denominator: weighted average Class B ordinary shares
Basic and diluted weighted average shares outstanding, Class B ordinary shares		9,487,500		9,487,500
Basic and diluted net income (loss) per share, Class B ordinary shares	$	(0.04)	$	2.44

Income Taxes

FASB ASC Topic 740, “Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021 and December 31, 2020. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of June 30,2021 and December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.

Recent Accounting Pronouncements

Summary of significant accounting policies (Tables)

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Schedule of basic and diluted net income (loss) per share of ordinary share


	For the Three Months		For the Six Months
	Ended June 30, 2021		Ended June 30, 2021
Class A ordinary shares
Numerator: Income allocable to Class A ordinary shares
Income from investments held in Trust Account	$	13,570	$	76,558
Less: Company's portion available to be withdrawn to pay taxes		—		—
Net income attributable to Class A ordinary shares	$	13,570	$	76,558
Denominator: Weighted average Class A ordinary shares
Basic and diluted weighted average shares outstanding, Class A ordinary shares		37,950,000		37,950,000
Basic and diluted net income per share, Class A ordinary shares	$	0.00	$	0.00

Class B ordinary shares
Numerator: Net income (loss) minus net income allocable to Class A ordinary shares
Net income (loss)	$	(401,743)	$	23,189,704
Net income allocable to Class A ordinary shares		(13,570)		(76,558)
Net income (loss) attributable to Class B ordinary shares	$	(415,313)	$	23,113,146
Denominator: weighted average Class B ordinary shares
Basic and diluted weighted average shares outstanding, Class B ordinary shares		9,487,500		9,487,500
Basic and diluted net income (loss) per share, Class B ordinary shares	$	(0.04)	$	2.44

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2021

Cik 0001821171_qell Acquisition Corp Member

Schedule of the Company's assets and liabilities that are measured at fair value on a recurring basis


	Fair Value Measured as of June 30, 2021
	Level 1		Level 2		Level 3		Total
Assets
Investments held in Trust Account – Money market mutual fund	$	379,656,050	$	—	$	—	$	379,656,050
Liabilities:
Derivative warrant liabilities – Public warrants		20,240,000		—		—		20,240,000
Derivative warrant liabilities – Private warrants		—		11,296,000		—		11,296,000
Total fair value	$	399,896,050	$	11,296,000	$	—	$	411,192,050


	Fair Value Measured as of December 31, 2020
	Level 1		Level 2		Level 3		Total
Assets
Investments held in Trust Account – U.S. Treasury Securities	$	379,579,492	$	—	$	—	$	379,579,492
Liabilities:
Derivative warrant liabilities – Public warrants		39,468,000		—		—		39,468,000
Derivative warrant liabilities – Private warrants		—		—		22,027,200		22,027,200
Total fair value	$	419,047,492	$	—	$	22,027,200	$	441,074,692

Description of organization, business operations and basis of presentation - Additional Information (Details) - Cik 0001821171_qell Acquisition Corp Member - USD ($)			6 Months Ended
	Oct. 02, 2020	Aug. 07, 2020	Jun. 30, 2021	Dec. 31, 2020	Nov. 30, 2020
Sale of stock
Share price					$ 18
Deferred underwriting fees			$ 13,300,000
Proceeds from issuance of warrants			9,900,000
Issuance of ordinary shares, value			$ 25,000
Threshold minimum aggregate fair market value as a percentage of the assets held in the Trust Account			80.00%
Threshold percentage of outstanding voting securities of the target to be acquired by post-transaction company to complete business combination			50.00%
Minimum net tangible assets upon consummation of the Business Combination			$ 5,000,001
Threshold percentage of Public Shares subject to redemption without the Company's prior written consent			15.00%
Business combination period			24 months
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent)			100.00%
Threshold business days for redemption of public shares			10 days
Maximum net interest to pay dissolution expenses			$ 100,000
Working capital deficit			4,500,000
Cash and Cash Equivalents, at Carrying Value			337,744	$ 2,023,823
Outstanding amount			0
Sponsor \| Founder Shares
Sale of stock
Issuance of ordinary shares, value		$ 25,000
Proceeds from related party loan			$ 195,000
Class A Common Stock Subject to Redemption
Sale of stock
Share price			$ 10.00
Initial Public Offering
Sale of stock
Number of units issued	37,950,000
Share price	$ 10.00
Gross proceeds from sale of units	$ 379,500,000
Offering costs incurred	21,100,000
Deferred underwriting fees	$ 13,300,000
Over-allotment
Sale of stock
Number of units issued	4,950,000
Private Placement
Sale of stock
Number of warrants issued	7,060,000
Price of warrants	$ 1.50
Proceeds from issuance , gross	$ 10,600,000

Description of organization, business operations and basis of presentation - Merger (Details) - Cik 0001821171_qell Acquisition Corp Member	6 Months Ended
	Jun. 30, 2021 USD ($) $ / shares shares	Nov. 30, 2020 $ / shares
Merger
Share price \| $ / shares		$ 18
Qell Dutchco \| Sponsor
Merger
Number of ordinary shares of the Sponsor each ordinary share of the Company exchanged \| shares	1
Number of Shares of Sponsor's Ordinary Shares the Company's warrants will be converted to	1
Value of Shares of Sponsor to be received by shareholders	$ 2,400,000,000
Share price \| $ / shares	$ 10.00
Qell Dutchco \| Private Placement \| Sponsor
Merger
Number of shares to be issued \| shares	45,000,000
Value of shares to be issued	$ 450,000,000

Summary of significant accounting policies (Details) - Cik 0001821171_qell Acquisition Corp Member - USD ($)	1 Months Ended	6 Months Ended
	Nov. 30, 2020	Jun. 30, 2021	Dec. 31, 2020
Accounting policies:
Cash equivalents		$ 0	$ 0
Shares not subject to possible redemption per share	$ 0.01
Price per share	18
Equivalent intrinsic value of the warrant	0.361
Unrecognized tax benefits		0	0
Unrecognized tax benefits accrued for interest and penalties		0	$ 0
Federal depository insurance coverage		$ 250,000
Maximum
Accounting policies:
Price per share	18
Minimum
Accounting policies:
Price per share	$ 10
Cayman Islands Tax Information Authority
Accounting policies:
Tax rate (as percent)		0.00%
Class A Common Stock Subject to Redemption
Accounting policies:
Price per share		$ 10.00
Shares subject to possible redemption		32,531,686	30,212,716
Class B ordinary shares
Accounting policies:
Subject to forfeiture (in shares)		19,710,000

Summary of significant accounting policies - Net Income (loss) Per Ordinary Share (Details) - Cik 0001821171_qell Acquisition Corp Member - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021
Numerator: Net income (loss) minus net income allocable to Class A ordinary shares
Net income (loss)	$ (401,743)	$ 23,591,447	$ 23,189,704
Class A ordinary shares
Numerator:
Income from investments held in Trust Account	13,570		76,558
Less: Company's portion available to be withdrawn to pay taxes	0		0
Net income (loss) attributable to ordinary shares	$ 13,570		$ 76,558
Denominator:
Basic and diluted weighted average shares outstanding	37,950,000		37,950,000
Basic and diluted net income (loss) per share	$ 0.00		$ 0.00
Numerator: Net income (loss) minus net income allocable to Class A ordinary shares
Net income (loss) attributable to ordinary shares	$ 13,570		$ 76,558
Class B ordinary shares
Numerator:
Net income (loss) attributable to ordinary shares	$ (415,313)		$ 23,113,146
Denominator:
Basic and diluted weighted average shares outstanding	9,487,500		9,487,500
Basic and diluted net income (loss) per share	$ (0.04)		$ 2.44
Numerator: Net income (loss) minus net income allocable to Class A ordinary shares
Net income (loss)	$ (401,743)		$ 23,189,704
Net income allocable to Class A ordinary shares	(13,570)		(76,558)
Net income (loss) attributable to ordinary shares	$ (415,313)		$ 23,113,146

Initial Public Offering (Details) - Cik 0001821171_qell Acquisition Corp Member - USD ($) $ / shares in Units, $ in Millions	Oct. 02, 2020	Jun. 30, 2021	Nov. 30, 2020
Sale of stock
Share price			$ 18
Deferred underwriting fees		$ 13.3
Shares issuable per warrant		1
Initial Public Offering
Sale of stock
Number of units issued	37,950,000
Share price	$ 10.00
Gross proceeds from sale of units	$ 379.5
Offering costs incurred	21.1
Deferred underwriting fees	$ 13.3
Number of shares in a unit	1
Ordinary shares, par value	$ 0.0001
Number of warrants in a unit	0.33
Shares issuable per warrant	1
Exercise price of warrants	$ 11.50
Over-allotment
Sale of stock
Number of units issued	4,950,000

Related party transactions - Founder Shares (Details) - Cik 0001821171_qell Acquisition Corp Member			6 Months Ended
	Sep. 29, 2020 $ / shares shares	Aug. 07, 2020 USD ($) $ / shares shares	Jun. 30, 2021 USD ($) item $ / shares shares	Dec. 31, 2020 $ / shares	Oct. 02, 2020 shares
Related Party Transaction [Line Items]
Issuance of ordinary shares, value \| $			$ 25,000
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders			20.00%
Founder Shares
Related Party Transaction [Line Items]
Number of shares issued	25,000
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders	20.00%
Founder Shares \| Over-allotment
Related Party Transaction [Line Items]
Subject to forfeiture (in shares)		3,261			0
Sponsor \| Founder Shares
Related Party Transaction [Line Items]
Issuance of ordinary shares, value \| $		$ 25,000
Number of shares issued		25,000
Ordinary shares, par value \| $ / shares		$ 1.00
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination			1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) \| $ / shares			$ 12.00
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| item			20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| item			30
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences			150 days
Class B ordinary shares
Related Party Transaction [Line Items]
Ordinary shares, par value \| $ / shares			$ 0.0001	$ 0.0001
Subject to forfeiture (in shares)			19,710,000
Class B ordinary shares \| Founder Shares
Related Party Transaction [Line Items]
Ordinary shares, par value \| $ / shares	$ 0.0001
Subject to forfeiture (in shares)	1,237,500
Number of shares forfeited	9,487,500

Related party transactions - Additional information (Details) - Cik 0001821171_qell Acquisition Corp Member - USD ($)			3 Months Ended	6 Months Ended
	Jan. 28, 2021	Oct. 02, 2020	Jun. 30, 2021	Jun. 30, 2021	Dec. 31, 2020	Sep. 30, 2020	Aug. 07, 2020
Related party
Proceeds from issuance of warrants				$ 9,900,000
Period after completion of initial business combination				30 days
Shares issuable per warrant			1	1
Payments for office space and administrative support services per month				$ 10,000
Administrative fee - related party			$ 84,677	$ 162,635
Private Placement
Related party
Number of warrants issued		7,060,000
Price of warrants		$ 1.50
Proceeds from issuance , gross		$ 10,600,000
Exercise price of warrants			$ 11.50	$ 11.50
Holdings
Related party
Outstanding balance			$ 0	$ 0
Administrative fee - related party			85,000	163,000
Maximum month expense, per the agreement	$ 50,000
Promissory Note with Related Party
Related party
Notes payable - related party						$ 195,000
Borrowing capacity							$ 300,000
Related Party Loans
Related party
Outstanding balance			0	0	$ 0
Maximum loans convertible into warrants			$ 1,500,000	$ 1,500,000
Related Party Loans \| Private Placement
Related party
Price of warrants				$ 1.50

Commitments & Contingencies - Additional information (Details) - Cik 0001821171_qell Acquisition Corp Member - USD ($)		6 Months Ended
	Oct. 02, 2020	Jun. 30, 2021
Commitments & contingencies [Line Items]
Underwriting discount per unit		$ 0.20
Number of demands		three
Underwriting discount amount paid		$ 7,600,000
Underwriter reimbursement		$ 300,000
Deferred fee per unit		$ 0.35
Deferred underwriting fees		$ 13,300,000
Over-allotment
Commitments & contingencies [Line Items]
Granted term	45 days
Number of units issued	4,950,000

Shareholders' deficit (Details) - Cik 0001821171_qell Acquisition Corp Member - $ / shares		6 Months Ended
	Sep. 29, 2020	Jun. 30, 2021	Dec. 31, 2020
Class of Stock [Line Items]
Preference shares, shares authorized		1,000,000	1,000,000
Preference shares, par value		$ 0.0001	$ 0.0001
Preference shares, shares issued		0	0
Preference shares, shares outstanding		0	0
Percentage Of Issued And Outstanding Shares After The Initial Public Offering Collectively Held By Initial Stockholders		20.00%
Founder Shares
Class of Stock [Line Items]
Percentage Of Issued And Outstanding Shares After The Initial Public Offering Collectively Held By Initial Stockholders	20.00%
Class A ordinary shares
Class of Stock [Line Items]
Ordinary shares, shares authorized		200,000,000	200,000,000
Ordinary shares, par value		$ 0.0001	$ 0.0001
Ordinary shares, shares issued		5,418,314	7,737,284
Ordinary shares, shares outstanding		5,418,314	7,737,284
Class B ordinary shares
Class of Stock [Line Items]
Ordinary shares, shares authorized		20,000,000	20,000,000
Ordinary shares, par value		$ 0.0001	$ 0.0001
Common Stock, Voting Rights		one
Ordinary shares, shares issued		9,487,500	9,487,500
Ordinary shares, shares outstanding		9,487,500	9,487,500
Class B ordinary shares \| Founder Shares
Class of Stock [Line Items]
Ordinary shares, par value	$ 0.0001
Class A Common Stock Subject to Redemption
Class of Stock [Line Items]
Shares subject to possible redemption		32,531,686	30,212,716

Warrants (Details) - Cik 0001821171_qell Acquisition Corp Member	6 Months Ended
	Jun. 30, 2021 USD ($) item $ / shares shares	Dec. 31, 2020 shares
Class of Warrant or Right [Line Items]
Shares issuable per warrant \| shares	1
Public Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding \| shares	12,650,000	12,650,000
Public Warrants exercisable term after the completion of a business combination	30 days
Public Warrants exercisable term from the closing of the initial public offering	12 months
Threshold period for filling registration statement after business combination	20 days
Threshold period for effective within statement after business combination	60 days
Public Warrants expiration term	5 years
Exercise price of warrant	$ 11.50
Threshold issue price per share	$ 9.20
Percentage of gross proceeds on total equity proceeds	60.00%
Threshold trading days determining volume weighted average price	20 days
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)	115.00%
Public Warrants \| Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00
Class of Warrant or Right [Line Items]
Stock price trigger for redemption of public warrants (in dollars per share)	$ 18.00
Redemption price per public warrant (in dollars per share)	$ 0.01
Minimum threshold written notice period for redemption of public warrants	30 days
Threshold trading days for redemption of public warrants \| item	20
Threshold consecutive trading days for redemption of public warrants \| item	30
Redemption period	30 days
Adjustment of redemption price of stock based on market value and newly issued price 1 (as a percent)	100
Adjustment of redemption price of stock based on market value and newly issued price 2 (as a percent)	180
Public Warrants \| Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $10.00
Class of Warrant or Right [Line Items]
Stock price trigger for redemption of public warrants (in dollars per share)	$ 10.00
Redemption price per public warrant (in dollars per share)	$ 0.10
Minimum threshold written notice period for redemption of public warrants	30 days
Private Placement
Class of Warrant or Right [Line Items]
Warrants outstanding \| shares	7,060,000	7,060,000
Exercise price of warrant	$ 11.50
Class A ordinary shares
Class of Warrant or Right [Line Items]
Shares issuable per warrant \| shares	0.361
Consecutive trading days \| $	10

Fair Value Measurements - Financial assets and financial liabilities measured at fair value on a recurring basis (Details) - Cik 0001821171_qell Acquisition Corp Member - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020
Assets
Investments held in Trust Account	$ 379,656,050	$ 379,656,050		$ 379,579,492
Liabilities:
Derivative warrant liabilities	31,536,000	31,536,000		61,495,200
Fair value transfers
Transfer from Level 1 to Level 2	0	0	$ 0
Transfer from Level 2 to Level 1	0	0	0
Transfer from Level 1 to Level 2	0	0	$ 0
Transfer from Level 2 to Level 1	0	0
Fair value of derivative warrant liabilities	(2,365,200)	(29,959,200)
Recurring
Liabilities:
Total fair value	411,192,050	411,192,050		441,074,692
Money Market mutual fund \| Recurring
Assets
Investments held in Trust Account	379,656,050	379,656,050
U.S. Treasury Securities \| Recurring
Assets
Investments held in Trust Account				379,579,492
Derivative warrant liabilities
Fair value transfers
Fair value of derivative warrant liabilities	2,400,000	30,000,000.0
Derivative warrant liabilities \| Public Warrants \| Recurring
Liabilities:
Derivative warrant liabilities	20,240,000	20,240,000		39,468,000
Derivative warrant liabilities \| Private Warrants \| Recurring
Liabilities:
Derivative warrant liabilities	11,296,000	11,296,000		22,027,200
Level 1 \| Recurring
Liabilities:
Total fair value	399,896,050	399,896,050		419,047,492
Level 1 \| Money Market mutual fund \| Recurring
Assets
Investments held in Trust Account	379,656,050	379,656,050
Level 1 \| U.S. Treasury Securities \| Recurring
Assets
Investments held in Trust Account				379,579,492
Level 1 \| Derivative warrant liabilities \| Public Warrants \| Recurring
Liabilities:
Derivative warrant liabilities	20,240,000	20,240,000		39,468,000
Level 2 \| Recurring
Liabilities:
Total fair value	11,296,000	11,296,000
Level 2 \| Derivative warrant liabilities \| Private Warrants \| Recurring
Liabilities:
Derivative warrant liabilities	$ 11,296,000	$ 11,296,000
Level 3 \| Recurring
Liabilities:
Total fair value				22,027,200
Level 3 \| Derivative warrant liabilities \| Private Warrants \| Recurring
Liabilities:
Derivative warrant liabilities				$ 22,027,200