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BUSINESS COMBINATION (Tables) | 12 Months Ended
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Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract] |
Schedule Of Reverse Recapitalization | The following table reconciles the elements of the Business Combination to the consolidated statement of cash flows and the consolidated statement of stockholders’ equity (deficit) for the year ended December 31, 2021 (in thousands):
Cash contributions from Business Combination and PIPE Financing, net of redemptions | $ | 258,730 |
Less: transaction costs paid by ESS | (7,895) |
Net cash contributions from Business Combination and PIPE Financing | 250,835 |
Less: non-cash fair value of Public and Private Common Stock Warrants | (11,833) |
Less: non-cash fair value of Earnout Shares and Warrants | (110,010) |
Less: liabilities assumed from STWO | (75) |
Net Business Combination and PIPE Financing | $ | 128,917 |
The number of shares of common stock issued immediately following the consummation of the Business Combination:
Class A Common Stock, outstanding prior to Business Combination | 25,000,000 |
Class B Common Stock, outstanding prior to Business Combination | 6,250,000 |
Less: redemption of STWO shares | (20,754,719) |
Common Stock of STWO | 10,495,281 |
ESS common stock issued upon exercise of C-2 Right and Warrant | 29,153,806 |
Shares issued in PIPE Financing | 25,000,000 |
Business Combination and PIPE Financing shares - common stock | 64,649,087 |
Legacy ESS Convertible Preferred Stock converted to ESS common stock | 57,104,322 |
Legacy ESS Common Stock converted to ESS common stock | 13,442,198 |
Total shares of common stock immediately after Business Combination | 135,195,607 |

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