0001628280-24-044820 | S-1 | XBRL Viewer

Print Document

Consolidated Statements of Changes in Mezzanine Capital - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning balance	$ 15,866	$ 41,255
Proceeds from capital calls to unitholders	130	205
Redemption of PCTA units		(16,772)
Distribution to Class I unitholders		(1,688)
Accretion of redeemable units to redemption value	(5,366)	(7,134)
Ending balance	10,630	15,866
Redeemable Class I Units
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning balance	2,984	4,530
Proceeds from capital calls to unitholders	130	205
Distribution to Class I unitholders		(1,688)
Accretion of redeemable units to redemption value	(202)	(63)
Ending balance	2,912	2,984
Redeemable Class PCTA Units
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning balance	12,882	36,725
Redemption of PCTA units		(16,772)
Accretion of redeemable units to redemption value	(5,164)	(7,071)
Ending balance	$ 7,718	$ 12,882

- Definition

Carrying amount, attributable to parent and noncontrolling interests, of an entity's issued and outstanding stock which is not included within permanent equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. Includes stock with a put option held by an ESOP and stock redeemable by a holder only in the event of a change in control of the issuer.

+ References + Details

Investments (Tables)

6 Months Ended

Jun. 30, 2024

Investments, All Other Investments [Abstract]

Investments

Investments consist of the following:


	December 31,
	2023		2022
Equity-method investments	$	4,482	$	2,984
Exchange-traded investments at fair value	9,685		16,841
Total Investments	$	14,167	$	19,825

Investments consist of the following:


	June 30, 2024		December 31, 2023
Equity-method investments	$	5,594	$	4,482
Exchange-traded investments at fair value	12,331		9,685
Total Investments	$	17,925	$	14,167

Unconsolidated VIE

The carrying amounts and maximum exposure to loss relating to the VIE in which the Company holds a significant variable interest but is not the primary beneficiary and which have not been consolidated, were as follows:


	December 31,
	2023				2022
Asset type	Carrying Amount		Maximum Exposure to Loss		Carrying Amount		Maximum Exposure to Loss
Investment in AeroFlexx	$	1,570	$	1,570	$	—	$	—
Due from related party	2,600		2,600		13		13
Total	$	4,170	$	4,170	$	13	$	13

Summarized Financial Information of Equity Method Investments

Summarized financial information of the Fund in which the Company holds an equity method investment is as follows:

Balance sheets


	December 31,
	2023		2022
Current assets	$	58,022	$	60,062
Current liabilities	107		184
Partner's capital	57,915		59,878

Statements of operations


	Years ended December 31,
	2023		2022
Interest income	$	320	$	118
Total operating expenses	1,029		1,005
Net investment loss	$	(709)	$	(887)

Summarized financial information of AeroFlexx in which the Company holds an equity method investment is as follows:

Balance sheets


	December 31,
	2023		2022
Current assets	$	874	$	3,827
Non-current assets	9,906		7,872
Current liabilities	5,036		579
Non-current liabilities	2,995		2,685
Member's equity	2,749		8,435

Statements of operations


	Years ended December 31,
	2023		2022
Revenue	$	16	$	44
Gross loss	1		(146)
Net loss	$	(8,221)	$	(6,244)

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	6 Months Ended
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	Jun. 30, 2024
Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Learn CW Investment Corporation (the “Company”) is a blank check company incorporated in the Cayman Islands on February 2, 2021. The Company was formed for the purpose of effectuating a merger, capital share exchange, asset acquisition, share purchase, reorganization, or other similar business combination with one or more businesses (the “Business Combination”). The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of December 31, 2023, the Company had not yet commenced any operations. All activity for the period February 2, 2021 (inception) through December 31, 2023, related to the Company’s formation and the initial public offering (the “Initial Public Offering”), identifying a target for a Business Combination, and activities in connection with the Company’s proposed business combination with Innventure LLC (“Innventure”). 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 and change in fair value of warrant liabilities. The Company has selected December 31 as its fiscal year end. The registration statement for the Company’s Initial Public Offering was declared effective on October 7, 2021. On October 13, 2021, the Company consummated the Initial Public Offering of 23,000,000 units (the “Units”), which included 3,000,000 units issued pursuant to the exercise by the underwriter of its over-allotment option. Each Unit consists of one Class A ordinary share of the Company, $0.0001 par value per share (the “Class A Ordinary Shares”), and one-half of one redeemable warrant of the Company (the “Public Warrants”), each whole Public Warrant entitling the holder thereof to purchase one Class A ordinary share at an exercise price of $11.50 per share. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $230,000,000. Substantially concurrently with the closing of the Initial Public Offering, the Company consummated the sale of 7,146,000 private placement warrants (the “Private Placement Warrants”) to the Company’s sponsor, CWAM LC Sponsor LLC (the “Sponsor”), at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $7,146,000. Following the closing of the IPO on October 13, 2021, an amount of $230,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the Private Placement Units was placed in a trust account (“Trust Account”) until the earlier of: (i) the consummation of a Business Combination or (ii) the distribution of the Trust Account, as described below. Transaction costs of the Initial Public Offering amounted to $13,157,186, consisting of $2,446,000 of underwriting fee, $9,780,500 of deferred underwriting fee and $930,686 of other offering costs, with $781,595 included in accumulated deficit as an allocation for the Public Warrants and the Private Placement Warrants. 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 the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. NYSE rules provide that the Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80% of the balance in the Trust Account (less any deferred underwriting commissions and taxes payable on interest earned on the Trust Account) at the time of the signing of a definitive agreement to enter a Business Combination. At the time of signing the definitive agreement to enter the Business Combination, the Company’s board of directors determined that the target satisfied the NYSE requirements. The post-Business Combination company will own 100% of the outstanding voting securities of the target and will therefore not be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). Upon the closing of the Initial Public Offering, management agreed that $10.00 per Unit sold in the Initial Public Offering, including the proceeds from the sale of the Private Placement Warrants, will be held in the Trust Account until the earlier of: (i) the consummation of a Business Combination or (ii) the distribution of the funds in the Trust Account to the Company’s shareholders, as described below. The Company will provide its public shareholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of the Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. In connection with a proposed Business Combination, the Company may seek shareholder approval of a Business Combination at a meeting called for such purpose at which shareholders may seek to redeem their shares, regardless of whether they vote for or against a Business Combination. If the Company seeks shareholder approval, a majority of the outstanding shares voted are voted in favor of the Business Combination. If the Company seeks shareholder approval of the Business Combination, the Company will proceed with a Business Combination only if the Company receives an ordinary resolution under Cayman Islands law approving a Business Combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company, or such other vote as required by law or stock exchange rule. If a shareholder vote is not required 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 Securities and Exchange Commission (the “SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 5) and any Public Shares purchased during or after the Proposed Public Offering in favor of approving a Business Combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed Business Combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of the Business Combination and the Company does not conduct redemptions pursuant to the tender offer rules, 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% of the Public Shares without the Company’s prior written consent. The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial business combination or to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or (ii) 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 upon approval of any such amendment 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 Trust account and not previously released to pay taxes, divided by the number of then issued and outstanding Class A ordinary shares. On October 11, 2023, the Public Shareholders of the Company held an extraordinary general meeting (the “Meeting”) and approved a proposal to (i) amend the Company’s amended and restated memorandum and articles of association (the “Charter”) to extend to the date by which the Company must consummate an initial business combination (the ‘Extension Amendment Proposal”) from October 13, 2023 to October 13, 2024, by electing to extend the date to consummate an initial business combination on a monthly basis for up to twelve (12) times by an additional one month each time (as extended, the “Extended Date”), unless the closing of an initial business combination has occurred, provided that the Sponsor (or its affiliates or permitted designees) will deposit into the Trust Account for each such one-month extension period the lesser of (x) $150,000 or (y) $0.03 per Public Share that remains outstanding and is not redeemed prior to any such one-month extension, unless the closing of the Business Combination has occurred, which may be made in exchange for a non-interest bearing promissory note payable upon consummation of an initial business combination, (ii) amend the Charter to permit the issuance of Class A ordinary shares to holders of the Class B ordinary shares, upon the exercise of the right of a holder of the Class B ordinary shares to convert such Class B ordinary shares into Class A ordinary shares on a one-for-one basis, at any time and from time to time, prior to the closing of an initial business combination (the “Founder Share Amendment Proposal”), and (iii) amend the Charter to eliminate the limitation that the Company may not redeem Class A ordinary shares in an amount that would cause the Company’s net tangible assets to be less than $5,000,001 (the “Redemption Limitation Proposal”). At the Meeting, the Public Shareholders approved the Extension Amendment Proposal, the Founder Share Amendment Proposal and the Redemption Limitation Proposal. Furthermore, in connection with the Meeting, shareholders holding 13,661,579 Class A ordinary shares exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account. As a result, approximately $145.2 million (based on a redemption price of approximately $10.63 per share) was removed from the Trust Account to pay such holders. On October 24, 2023, the Company entered into a Business Combination Agreement with Learn SPAC HoldCo, Inc., a Delaware corporation and direct, wholly owned subsidiary of the Company (“Holdco”), LCW Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of Holdco (“LCW Merger Sub”), and Innventure Merger Sub, LLC, a Delaware limited liability company and direct, wholly owned subsidiary of Holdco (“Innventure Merger Sub”) and Innventure. Pursuant to the Business Combination Agreement, the parties thereto will enter into a business combination transaction (the “Business Combination” and, together with the other transactions contemplated by thereby, the “Transactions”), pursuant to which, among other things, (i) LCW Merger Sub will merge with and into Learn CW (the “LCW Merger”), with Learn CW being the surviving company, and (ii) Innventure Merger Sub will merge with and into the Company (the “Innventure Merger” and together with the LCW Merger, the “Mergers”), with Innventure being the surviving company. Following the Mergers, each of the Company and Innventure will be a subsidiary of Holdco, and Holdco will become a publicly traded company. At the Closing, Holdco is expected to change its name to Innventure, Inc, and its common stock, par value $0.0001, is expected to list on either the NYSE or Nasdaq. The Company recorded a deferred credit of $400,000 as of December 31, 2023 on our balance sheet which reflects payments received from Innventure for the reimbursement of 50% of certain expenses of the Company by Innventure pursuant to the Business Combination Agreement. The consummation of the proposed Business Combination with Innventure is subject to certain conditions as further described in the Business Combination Agreement. For more information about the Business Combination Agreement and the proposed Business Combination with Innventure, see our Current Report on Form 8-K filed with the SEC on October 24, 2023 and the Innventure Disclosure Statement that we filed with the SEC. Unless specifically stated, this Annual Report on Form 10-K does not give effect to the proposed Transactions and does not contain the risks associated with the proposed Transactions. Such risks and effects relating to the proposed Transactions are included in the Innventure Disclosure Statement relating to our proposed Innventure Business Combination. On April 13, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate its initial business combination to May 13, 2024. If the Company has not completed a Business Combination by May 13, 2024 and the Company decides not to extend the period of time to consummate a Business Combination, 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 100% of the Class A ordinary shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned and not previously released to us to pay our taxes, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding Class A ordinary shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining Public Shareholders and its Board of Directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless if the Company fails to complete a Business Combination within the Combination Period. The Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $10.00 per public share and (2) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per public share, due to reductions in the value of trust assets, in each case net of the interest that may be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriter of the Proposed Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). 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 (other than the Company’s independent registered public accounting firm), prospective target 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, Capital Resources and Going Concern As of December 31, 2023, the Company had $100,304,232 cash held in the Trust Account and $116,234 held outside of the Trust Account. Subsequent to the consummation of the Initial Public Offering and Private Placement, the Company’s liquidity needs have been satisfied from the proceeds from the Initial Public Offering and Private Placement not held in the Trust Account. The Company’s Sponsor has undertaken to fund working capital deficiencies of the Company and finance transaction costs in connection with an initial business combination of the Company by means of Company working capital loans, as defined below (see Note 5). On May 3, 2022, the Company entered into a promissory note with the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate amount of $1,050,000 which the Company drew down in full on May 5, 2022. This note is non-interest bearing and is due on the earlier of the day by which the Company must complete a Business Combination, and the effective date of a Business Combination. On December, 29, 2023, the Company and the Sponsor amended and restated the promissory note (the “First Restated Note”), agreeing to amend the principal amount of the loan of up to $2,487,000. On March 19, 2024, the Company and the Sponsor further amended and restated the First Restated Note (the “Restated Note”), agreeing to amend the principal amount of the loan of up to $3,050,000, which was fully drawn as of such date. The outstanding balance under this loan amounted to $2,439,000 as of December 31, 2023 and $1,050,000 as of December 31, 2022. Management determined that there was an embedded conversion feature related to the note that would require bifurcation and be classified as a liability. However, based on a third-party valuation, the amount was determined to be de minimis. During the year ended December 31, 2023, the Company has sustained negative cash flows from operations and expects to continue to incur negative cash flows from operations for at least the next twelve months from the filing of this report. In connection with the Company’s assessment of going concern considerations in accordance with the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company has until the Extended Date to consummate the proposed Business Combination. It is uncertain that the Company will be able to consummate the proposed Business Combination by this time. On April 13, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate its initial business combination to May 13, 2024. If a business combination is not consummated by this date, absent any further extensions, there will be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the mandatory liquidation, should a business combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern for the next twelve months from the issuance of this filing. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after October 13, 2024 or earlier if the period of time the Company has to consummate its initial business combination is not extended on a monthly basis. The Company intends to complete the proposed Business Combination before the mandatory liquidation date. However, there can be no assurance that the Company will be able to consummate any business combination by the Extended Date. The Company’s evaluation of its working capital, along with, the liquidity condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern one year from the date that these financial statements are issued. These financial statements do not include any adjustment 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. Note 1 – Description of Organization and Business Operations Learn CW Investment Corporation (the “Company”) is a blank check company incorporated in the Cayman Islands on February 2, 2021. The Company was formed for the purpose of effectuating a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses (an “initial business combination”). The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of June 30, 2024, the Company had not yet commenced any operations. All activity through June 30, 2024 relates to the Company’s formation, the initial public offering (the “Initial Public Offering”), identifying a target for an initial business combination, executing agreements, including without limitation the Business Combination Agreement (the “Business Combination Agreement”) entered into on October 24, 2023 with Learn SPAC HoldCo, Inc., a Delaware corporation and direct, wholly owned subsidiary of the Company (“Holdco”), LCW Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of Holdco (“LCW Merger Sub”), Innventure Merger Sub, LLC, a Delaware limited liability company and direct, wholly owned subsidiary of Holdco (“Innventure Merger Sub”) and Innventure LLC, a Delaware limited liability company (“Innventure”). The Business Combination Agreement related to the proposed business combination transaction with Innventure (the “Business Combination” and, together with the other transactions contemplated by thereby, the “Transactions”), and public filings associated therewith. 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 registration statement for the Company’s Initial Public Offering was declared effective on October 7, 2021. On October 13, 2021, the Company consummated the Initial Public Offering of 23,000,000 units (the “Units”), which included 3,000,000 Units issued pursuant to the exercise by the underwriter of its over-allotment option. Each Unit consists of one Class A ordinary share of the Company, $0.0001 par value per share (the “Class A ordinary shares”), and one-half of one redeemable warrant of the Company (the “Public Warrants”), each whole Public Warrant entitling the holder thereof to purchase one Class A ordinary share at an exercise price of $11.50 per share. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $230,000,000. Substantially concurrently with the closing of the Initial Public Offering, the Company completed the private sale of 7,146,000 warrants (the “Private Placement Warrants” and, together with the Public Warrants, the “Warrants”) to the Company’s sponsor, CWAM LC Sponsor LLC (the “Sponsor”), at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $7,146,000. Following the closing of the Initial Public Offering on October 13, 2021, an amount of $232,300,000 ($10.10 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the Private Placement Warrants was placed in a trust account (“Trust Account”), to be held until the earlier of: (i) the consummation of an initial business combination or (ii) the distribution of the Trust Account, as described below. The amounts held in the Trust Account were initially invested in permitted United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act, having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act that invest only in direct U.S. government treasury obligations until October 2023, when the trustee liquidated such investments and the assets in the Trust Account were held in cash accounts. In May 2024, the assets in the Trust Account were moved to an interest-bearing demand deposit account. Transaction costs of the Initial Public Offering amounted to $13,157,186, consisting of $2,446,000 of underwriting fee, $9,780,500 of deferred underwriting fee and $930,686 of other offering costs, with $781,595 included in accumulated deficit as an allocation for the Public Warrants and the Private Placement Warrants. 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 the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating an initial business combination. New York Stock Exchange (“NYSE”) rules provide that an initial business combination must be with one or more target businesses that together have a fair market value equal to at least 80% of the balance in the Trust Account (as defined below) (less any deferred underwriting commissions and taxes payable on interest earned on the Trust Account) at the time of the signing of a definitive agreement to enter an initial business combination. There is no assurance that the Company will be able to successfully effect an initial business combination. The Company will provide its holders of Public Shares (the “public shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of an initial business combination either (i) in connection with a shareholder meeting of the Company called to approve an initial business combination or (ii) by means of a tender offer. In connection with a proposed initial business combination, the Company may seek shareholder approval of such business combination at a meeting called for such purpose at which shareholders may seek to redeem their shares, regardless of whether they vote for or against such business combination. If the Company seeks shareholder approval of an initial business combination, the Company will proceed with such business combination only if the Company receives an ordinary resolution under Cayman Islands law approving such business combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company, or such other vote as required by law or stock exchange rule. If a shareholder vote is not required 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 (the “Charter”), conduct the redemptions pursuant to the tender offer rules of the Securities and Exchange Commission (the “SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing an initial business combination. If the Company seeks shareholder approval in connection with an initial business combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 5) and any Public Shares purchased during or after the Proposed Public Offering in favor of approving such business combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed initial business combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of an initial business combination and the Company does not conduct redemptions pursuant to the tender offer rules, 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% of the Public Shares without the Company’s prior written consent. The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of an initial business combination and (b) not to propose an amendment to the Charter (i) to modify the substance or timing of the Company’s obligation to allow redemption in connection with an initial business combination or to redeem 100% of the Public Shares if the Company does not complete an initial business combination by the Extended Date (as defined below) or (ii) 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 upon approval of any such amendment 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 Trust account and not previously released to pay taxes, divided by the number of then issued and outstanding Class A ordinary shares. On October 11, 2023, the Public Shareholders of the Company held an extraordinary general meeting (the “Meeting”) and approved a proposal to (i) amend the Charter to extend to the date by which the Company must consummate an initial business combination (the “Extension Amendment Proposal”) from October 13, 2023 to October 13, 2024, by electing to extend the date to consummate an initial business combination on a monthly basis for up to twelve (12) times by an additional one month each time (as extended, the “Extended Date”), unless the closing of an initial business combination has occurred, provided that the Sponsor (or its affiliates or permitted designees) will deposit into the Trust Account for each such one-month extension period the lesser of (x) $150,000 or (y) $0.03 per Public Share that remains outstanding and is not redeemed prior to any such one-month extension, unless the closing of an initial business combination has occurred, which may be made in exchange for a non-interest bearing promissory note payable upon consummation of an initial business combination, (ii) amend the Charter to permit the issuance of Class A ordinary shares to holders of the Class B ordinary shares, $0.0001 par value per share (the “Class B ordinary shares”), upon the exercise of the right of a holder of the Class B ordinary shares to convert such Class B ordinary shares into Class A ordinary shares on a one-for-one basis, at any time and from time to time, prior to the closing of an initial business combination (the “Founder Share Amendment Proposal”), and (iii) amend the Charter to eliminate the limitation that the Company may not redeem Class A ordinary shares in an amount that would cause the Company’s net tangible assets to be less than $5,000,001 (the “Redemption Limitation Proposal”). At the Meeting, the Public Shareholders approved the Extension Amendment Proposal, the Founder Share Amendment Proposal and the Redemption Limitation Proposal. Furthermore, in connection with the Meeting, shareholders holding 13,661,579 Class A ordinary shares exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account. As a result, approximately $145.2 million (based on a redemption price of approximately $10.63 per share) was removed from the Trust Account to pay such holders. On October 24, 2023, the Company entered into the Business Combination Agreement with Holdco, LCW Merger Sub, Innventure Merger Sub and Innventure, pursuant to which the parties thereto will enter into the Business Combination, pursuant to which, among other things, (i) LCW Merger Sub will merge with and into the Company (the “LCW Merger”), with the Company being the surviving company, and (ii) Innventure Merger Sub will merge with and into Innventure (the “Innventure Merger” and together with the LCW Merger, the “Mergers”), with Innventure being the surviving company. Following the Mergers, each of the Company and Innventure will be a subsidiary of Holdco, and Holdco will become a publicly traded company. At the closing of the Business Combination, Holdco is expected to change its name to Innventure, Inc., and its common stock, par value $0.0001, is expected to list on Nasdaq. The Company recorded a deferred credit of $586,918 as of June 30, 2024, on its balance sheet which reflects payments received from Innventure for the reimbursement of 50% of certain expenses of the Company by Innventure pursuant to the Business Combination Agreement. The consummation of the proposed Business Combination with Innventure is subject to certain conditions as further described in the Business Combination Agreement. On August 12, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate an initial business combination to September 13, 2024. If the Company has not completed an initial business combination by September 13, 2024 and the Company decides not to extend the period of time to consummate an initial business combination, 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 100% of the Class A ordinary shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned and not previously released to the Company to pay its taxes, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding Class A ordinary shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining Public Shareholders and its board of directors (the “Board”), liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to the Company’s Public Warrants, which will expire worthless if the Company fails to complete an initial business combination by the Extended Date. The Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete an initial business combination by the Extended Date. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete an initial business combination by the Extended Date. In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $10.00 per public share and (2) the actual amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per public share, due to reductions in the value of trust assets, in each case net of the interest that may be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriter of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). 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 (other than the Company’s independent registered public accounting firm), prospective target 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, Capital Resources and Going Concern As of June 30, 2024 and December 31, 2023, the Company had cash of $205,454 and $116,234 held outside of the Trust Account, respectively. The Company intends to use substantially all of the funds held the Trust Account. To the extent that its shares or debt are used, in whole or in part, as consideration to complete its initial business combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the post-business combination entity, make other acquisitions and pursue the Company’s growth strategies. On May 3, 2022, the Company entered into a promissory note with the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate amount of $1,050,000 which the Company drew down in full on May 5, 2022. This note is non-interest bearing and is due on the earlier of the day by which the Company must complete an initial business combination, and the effective date of such business combination. On December 29, 2023, the Company and the Sponsor amended and restated the promissory note (the “First Restated Note”), agreeing to amend the principal amount of the loan of up to $2,487,000. On March 19, 2024, the Company and the Sponsor further amended and restated the First Restated Note (the “Second Restated Note”), agreeing to amend the principal amount of the loan of up to $3,050,000. On June 28, 2024, the Company and the Sponsor further amended and restated the Second Restated Note (the “Third Restated Note” and, as may be further amended and restated, the “Note”), agreeing to amend the principal amount of the loan of up to $3,800,000, which was fully drawn as of such date. The outstanding balance under this loan amounted to $3,800,000 as of June 30, 2024. Management determined that there was an embedded conversion feature related to the Note that would require bifurcation and be classified as a liability. However, based on a third-party valuation, the amount was determined to be de minimis. During the quarter ended June 30, 2024, the Company sustained negative cash flows from operations and expects to continue to incur negative cash flows from operations for at least the next twelve months from the filing of this report. In connection with the Company’s assessment of going concern considerations in accordance with the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company has until the Extended Date to consummate the proposed Business Combination. It is uncertain that the Company will be able to consummate the proposed Business Combination by this time. On August 12, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate an initial business combination to September 13, 2024. If an initial business combination is not consummated by this date, absent any further extensions, there will be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the mandatory liquidation, should an initial business combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern for the next twelve months from the issuance of this filing. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after October 13, 2024 or earlier if the period of time the Company has to consummate an initial business combination is not extended on a monthly basis. The Company intends to complete the proposed Business Combination before the mandatory liquidation date. However, there can be no assurance that the Company will be able to consummate any business combination by the Extended Date. The Company’s evaluation of its working capital, along with, the liquidity condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern one year from the date that these unaudited condensed financial statements are issued. These unaudited condensed financial statements do not include any adjustment 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.

INITIAL PUBLIC OFFERING (Details) - Learn CW Investment Corporation - $ / shares	Oct. 13, 2021	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2021
Initial Public Offering [Abstract]
Number of securities called by each Unit (in shares)	1
Exercise price of warrant (in dollars per share)		$ 1.60	$ 0.06
Public Warrants [Member]
Initial Public Offering [Abstract]
Number of securities called by each Unit (in shares)	0.2	0.2
Initial Public Offering [Member]
Initial Public Offering [Abstract]
Units issued (in shares)	23,000,000
Share price (in dollars per share)	$ 10.00
Number of securities called by each Unit (in shares)	1
Initial Public Offering [Member] \| Public Warrants [Member]
Initial Public Offering [Abstract]
Units issued (in shares)	23,000,000
Share price (in dollars per share)	$ 10.00
Number of securities called by each Unit (in shares)	0.5
Number of shares issued upon exercise of warrant (in shares)	1
Exercise price of warrant (in dollars per share)	$ 11.50			$ 11.50
Initial Public Offering [Member] \| Class A Units
Initial Public Offering [Abstract]
Number of securities called by each Unit (in shares)	1
Number of shares issued upon exercise of warrant (in shares)	1
Over-Allotment Option [Member]
Initial Public Offering [Abstract]
Units issued (in shares)	3,000,000
Share price (in dollars per share)	$ 10.00
Over-Allotment Option [Member] \| Public Warrants [Member]
Initial Public Offering [Abstract]
Units issued (in shares)	3,000,000

Unit-based Compensation

6 Months Ended

Jun. 30, 2024

Share-Based Payment Arrangement [Abstract]

Unit-based Compensation

Note 9. Unit-based Compensation

Capital Incentive Plan

The Company’s capital incentive plan (the “Capital Incentive Plan”), as amended, permits the grant of 1,585,125 shares of Class C Units to its employees, directors, and consultants, as designated by the Board of Directors. Class C Units of the Company are considered profit interests issued in exchange for services.

The fair value of unit-based compensation issued to employees is recognized as compensation expense over the period of service that generally coincides with the vesting period of the award. The awards are time-based and vest over the period defined in each individual grant agreement or upon a change of control event as defined in the grant agreement. The Company has the option to repurchase all vested shares upon an individual’s termination of employment or service with the Company. The Company recognized compensation costs related to the Equity

Incentive Plan of $205 and $444 for the years ended December 31, 2023 and 2022, respectively. As of December 31, 2023, the Company has $377 in unit-based compensation expense remaining to be recognized over approximately 2.1 years. Upon consummation of the Transactions, all of the unvested Class C Units will vest immediately.

There were no units granted in 2023. The grant date fair value of units issued during 2022 was estimated using the Black-Scholes option-pricing model using the following assumptions:


			2022
Expected annual dividend yield			0.0%
Expected volatility			50.4% - 52.7%
Risk-free rate of return			1.5% - 3.11%
Expected term (years)			5

The expected term of the units granted is determined based on the period of time the units are expected to be outstanding. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant. The expected volatility was based on the Company’s capital structure and volatility of similar entities referred to as guideline companies. In determining similar entities, the Company considered industry, stage of life cycle, size and financial leverage. The dividend yield on the Company’s units is assumed to be zero since the Company has not historically paid dividends. The fair value of the underlying Company units was determined using the back solve method.

The summary of Class C Unit activity for the years ended December 31, 2023 and 2022 is as follows:


	Number of Class C Units	Weighted average grant date fair value		Weighted average recognition period (years)
Non-vested at January 1, 2022	453,125	$	0.02	2.00
Granted	1,132,000	1.07		—
Vested	(656,563)	0.69		—
Non-vested at December 31, 2022	928,562	0.82		2.22
Vested	(595,861)	0.67		—
Forfeited	(15,000)	1.05		—
Non-vested at December 31, 2023	317,701	$	1.09	1.93

Subsidiary Equity Plan

Accelsius, a controlled subsidiary of the Company, adopted an equity incentive plan on March 24, 2022 (the “Subsidiary Equity Plan”). In March 2023, the Subsidiary Equity Plan was amended to permit the grant of 3,300,000 Class C units of the subsidiary to the subsidiary’s employees, directors, and consultants, as designated by the Board of Directors. The awards vest over the period defined in each individual grant agreement which is generally accelerated upon a change of control event as defined in the grant agreement. The Company’s subsidiary has the option to repurchase all vested units upon an employee’s termination of employment or service.

The Company recognized compensation costs related to the Subsidiary Equity Plan of $705 and $371 for the years ended December 31, 2023 and 2022, respectively, which is recorded within the general and administrative, sales and marketing and research and development lines in the consolidated statements of operations. As of December 31, 2023, the Company had $1,909 in unit-based compensation expense remaining to be recognized over approximately 2.3 years.

The grant date fair value was estimated using an option pricing model based on the most recent round of financing. The cost approach methodology amounts were then discounted for lack of marketability (20%).

Note 9. Unit-based Compensation

Equity Incentive Plan

The Company recognized compensation costs related to the Equity Incentive Plan of $96 and $102 for the six months ended June 30, 2024 and 2023, respectively. As of June 30, 2024, the Company has $274 in unit-based compensation expense remaining to be recognized over approximately 1.7 years.

Subsidiary Equity Plan

During the six months ended June 30, 2024 and 2023, there were 110,000 and 238,000 Class C units granted under the Subsidiary Equity Plan with a grant date fair value of $4.41 and $3.51, respectively.

The Company recognized compensation costs related to the Subsidiary Equity Plan of $593 and $236 for the six months ended June 30, 2024 and 2023, respectively, which is recorded in general and administrative, sales and marketing and research and development in the condensed consolidated statements of operations. As of June 30, 2024, the Subsidiary Equity Plan has $1,788 in unit-based compensation expense remaining to be recognized over approximately 2.0 years.

Fair Value - Narrative (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
Fair Value - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net change in fair value included in earnings			$ (766)	$ 107
Convertible debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of notes			4,501	2,647
Embedded derivative liability
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net change in fair value included in earnings	$ 478	$ 41	$ (766)	$ 65

- Definition

Fair value portion of debt instrument payable, including, but not limited to, notes payable and loans payable.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (bbb)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (bbb)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (bbb)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481568/470-20-55-69B

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481568/470-20-55-69C

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

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-10

+ Details

Borrowings (Tables)

6 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Borrowings


	December 31,
	2023		2022
Series 1 promissory notes, 9% or 12% interest, maturity ranging from 36 – 48 months from issuance	$	1,911	$	2,717
Innventure1 LLC related party note	—		501
Related party note	1,000		—
Convertible promissory notes, 8% interest, mature 36 months from issuance	6,634		4,118
Other loans	—		65
Total Notes Payable	9,545		7,401
Less: unamortized debt discount	(2,133)		(1,503)
Less: current portion of related party notes payable	(1,000)		(501)
Less: current portion of notes payable	(912)		(1,949)
Total Long-term Notes	$	5,500	$	3,448


	June 30, 2024		December 31, 2023
Series 1 promissory notes, 9-15% interest, maturity: 36 – 60 months from issuance	$	1,175	$	1,911
Related party note	1,000		1,000
Convertible promissory notes, 8% interest, maturity: 36 months from issuance	—		6,634
Total Notes Payable	2,175		9,545
Less: unamortized debt discount	—		(2,133)
Less: current portion of related party notes payable	(1,000)		(1,000)
Less: current portion of notes payable	(772)		(912)
Total Long-term Notes	$	403	$	5,500

Maturity of Borrowings

The Company’s note payable and notes payable to related parties mature as follows:


Year Ending December 31,	Amount
2024	$	1,890
2025	$	7,463
2026	$	192
Total Debt	$	9,545

The Company’s notes payable and notes payable to related parties mature as follows:


Year Ending December 31,	Amount
2024 (remaining 6 months)	$	1,753
2025	$	422
Total Debt	$	2,175

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(22))
-SubTopic 10
-Topic 210
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481568/470-20-55-69B

Reference 3: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481568/470-20-55-69E

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-3

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482925/835-30-45-2

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-3

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477734/942-470-50-3

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-8

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-6

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-7

+ Details

Organization, Consolidation and Presentation of Financial Statements (Details)	Oct. 24, 2023 $ / shares
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Common stock, par value (in usd per share)	$ 0.0001

Business Segment Data

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Business Segment Data

Note 15. Business Segment Data

Our operating businesses include a diverse group of corporate (including service activities) and technology businesses. We organize our reportable business segments in a manner that reflects how management views those business activities. The tabular information that follows shows data of reportable segments reconciled to amounts reflected in our consolidated financial statements. Inter-segment transactions are not eliminated from segment results when management considers those transactions in assessing the results of the respective segments. These items are included in the reconciliation of segment amounts to consolidated amounts. Innventure’s business segments are Corporate (including service activities) and Technology.

Reportable segment information for the years ended December 31, 2023 and 2022, respectively, are as follows.


	Years ended December 31,
	2023		2022
Revenues:
Corporate	$	1,198	$	942
Elimination of management services provided to Technology	$	(81)	$	—
Consolidated Revenues	$	1,117	$	942

Interest Expense:
Corporate	$	329	$	675
Technology	$	1,039	$	223
Consolidated Interest Expense	$	1,368	$	898

Net Loss:
Corporate	$	(20,367)	$	(14,831)
Technology	$	(10,617)	$	(17,954)
Consolidated Net Loss	$	(30,984)	$	(32,785)

Capital Expenditures:
Technology	$	645	$	—
Consolidated Capital Expenditures	$	645	$	—


	December 31,
	2023		2022
Total Assets:
Corporate	$	22,953	$	26,633
Technology	$	16,246	$	2,642
Eliminations	$	(17,635)	$	(1,296)
Consolidated Total Assets	$	21,564	$	27,979

All revenue from external customers and long-lived assets are located entirely in the United States of America (USA).

Note 14. Business Segment Data

Our operating businesses include a diverse group of corporate (including service activities) and technology businesses. Reportable segment information for the six months ended June 30, 2024 and 2023, respectively, are as follows.


	Six months ended June 30,
	2024		2023
Revenues:
Corporate	$	501	$	646
Elimination of management services provided to Technology	$	(54)	$	(27)
Consolidated Revenues	$	447	$	619

Interest Expense:
Corporate	$	99	$	164
Technology	$	491	$	359
Consolidated Interest Expense	$	590	$	523

Net Loss:
Corporate	$	(8,403)	$	5,349
Technology	$	(10,437)	$	(4,385)
Consolidated Net Loss	$	(18,840)	$	964

Capital Expenditures:
Technology	$	706	$	124
Consolidated Capital Expenditures	$	706	$	124


	June 30, 2024		December 31, 2023
Total Assets:
Corporate	$	21,364	$	22,953
Technology	$	34,828	$	16,246
Eliminations	$	(23,800)	$	(17,635)
Consolidated Total Assets	$	32,392	$	21,564

All revenue from external customers and long-lived assets are located entirely in the United States of America (USA).

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 48
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-48

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (ee)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 5: http://fasb.org/us-gaap/role/ref/otherTransitionRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 54
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-54

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 47
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-47

Reference 8: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 54
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-54

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 47
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-47

Reference 10: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 54
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-54

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 47
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-47

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-31

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-34

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-26C

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-26B

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-15

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-42

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-40

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/280/tableOfContent

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-26

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-41

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-21

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-21

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

+ Details

Accounting Policies - Property, Plant and Equipment (Details)	Dec. 31, 2023
Machinery & equipment
Property, Plant and Equipment [Line Items]
Depreciable life	10 years
Computers & office equipment
Property, Plant and Equipment [Line Items]
Depreciable life	3 years

Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 1,352	$ 645	$ 0
Less: Accumulated depreciation	(78)	(8)	0
Property, Plant and Equipment, Net	1,274	637	0
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	669	38	0
Machinery & equipment
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	146	86	0
Computers & office equipment
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	19	19	0
Construction in progress
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 518	$ 502	$ 0

Accounting Policies (Policies)	6 Months Ended
Accounting Policies (Policies)	Jun. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The consolidated financial statements of the Company are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of the Company and its controlled subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Basis of Presentation These condensed consolidated financial statements are unaudited and should be read in conjunction with the Company's most recent annual audited consolidated financial statements and notes thereto. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. We use the same accounting policies in preparing quarterly and annual financial statements.
Reclassifications	Reclassifications Certain amounts reported previously have been reclassified to conform to the current year presentation with no effect on total unitholders' deficit, or net income as previously reported. These reclassifications relate primarily to creation of new captions for balances that meet certain reporting thresholds in the current period and collapsing certain nonmaterial balances that no longer met reporting thresholds into summarized captions in the financial statements.
Basis of Consolidation	Basis of Consolidation The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the Unites States of America ("GAAP"). The consolidated financial statements include the accounts of the Company, its wholly owned or majority-owned subsidiaries and entities in which the Company is deemed to have a direct or indirect controlling financial interest based on either a variable interest model or voting interest model. All intercompany transactions and balances have been eliminated in consolidation
Non-controlling Interest	Non-controlling Interest Non-controlling interest (“NCI”) on the consolidated balance sheets represents the portion of consolidated subsidiaries that are not owned by the Company after consideration of contractual agreements that govern allocations of income or loss. The Company reports NCI in unitholders' deficit, separate from the parent’s deficit, on the consolidated balance sheets. In addition, the Company reports net loss attributable to NCI separately in the consolidated statements of operations.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Management bases its estimates on historical experience and on various other factors it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Accordingly, actual results could differ materially from those estimates. Significant items subject to such estimates and assumptions include the valuation of the Company’s capital units, the valuation of the Company’s investments that do not yet have readily available market quotations, the valuation of warrants, and valuation of derivatives within the Company’s financial instruments.
Fair Value Measurements	Fair Value Measurements The Company accounts for certain assets and liabilities at fair value. Accounting Standards Codification ("ASC") 820, Fair Value Measurement establishes three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. The Company categorizes each of its fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 – Valuations based on unadjusted quoted prices for identical assets or liabilities in an active market that the Company has the ability to access at the measurement date. Level 2 – Valuations based on observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data at the measurement date for substantially the full term of the assets or liabilities. Level 3 – Valuations based on unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Gains and losses for such assets and liabilities categorized within the Level 3 table set forth in “Note 4. Fair Value” may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3). In making a good faith determination of the fair value of its investments, the Company considers valuation methodologies consistent with industry practice. Valuation methods utilized may include, but are not limited to the following: comparisons to prices from secondary market transactions; venture capital financings; public offerings; purchase or sales transactions; as well as analysis of financial ratios and valuation metrics of the portfolio companies that issued such private equity securities to peer companies that are public, analysis of the portfolio companies’ most recent financial statements and forecasts, and the markets in which the portfolio company does business, and other relevant factors. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the realized gains or losses on investments to be different from the net change in unrealized appreciation or depreciation currently reflected in the consolidated financial statements.
Equity Method Investments	Equity Method Investments Equity method investments are investments where the Company does not consolidate the investee, but can exert significant influence over the financial and operating policies of the investee. The carrying value of our equity method investments is determined based on amounts invested by the Company, adjusted for the Company’s share in the earnings or losses of each investee, after consideration of contractual arrangements that govern allocations of income or loss, less distributions received. For investments where the specified allocations of income or loss are different from the allocation of cash from operations and on liquidation, the Company utilizes the hypothetical liquidation book value method to allocate income or loss from the equity method investment. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. Cash distributions received as a result of the Company’s share of cumulative earnings are classified as operating activities. Cash distributions, if any, received that are in excess of the Company’s share of cumulative earnings or losses are classified as investing activities.
Exchange-traded Investments	Exchange-traded Investments Exchange-traded equity investments are generally carried at fair value on the consolidated balance sheets with changes in the fair value recorded through net income (“FVTNI”) within non-operating income (expense).
Variable Interest and Voting Interest Entities	Variable Interest and Voting Interest Entities The Company performs an analysis of its investments to determine if they are either a Variable Interest Entity (“VIE”) or a Voting Interest Entity (“VOE”). Factors considered in this analysis include the entity’s legal organization, the entity’s capital structure, the rights of equity investment holders and the Company’s contractual involvement with, and economic interest in, the entity and any related party or de facto agent implications of the Company’s involvement with the entity. Entities that are determined to be VIEs are consolidated if the Company is the primary beneficiary (“PB”) of the entity. VOEs are typically consolidated if the Company holds the majority voting interest. If the Company is not deemed to be the primary beneficiary in a VIE, the Company accounts for the investment or other variable interests in a VIE in accordance with GAAP. Upon the occurrence of certain events (such as changes in the investment or the governance structure) management reviews and reconsiders its previous conclusion regarding the status of an entity as a VIE or a VOE. Additionally, management continually reconsiders whether the Company is deemed to be a VIE’s PB that consolidates such an entity. Consolidation of Variable Interest Entities. Certain investments for which a controlling financial interest is achieved through arrangements that do not involve or are not directly linked to voting interests are deemed consolidated VIEs. The Company reviews factors, including whether or not (1) the entity has equity at risk that is sufficient to permit the entity to finance its activities without additional subordinated support from other parties and (2) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns, and the right to direct the activities of the entity that most significantly impact the entity’s economic performance, to determine if the investment product is a VIE. The PB of a VIE is defined as the variable interest holder that has a controlling financial interest in the VIE. A controlling financial interest is defined as (1) the power to direct the activities of the VIE that most significantly impact its economic performance and (2) the obligation to absorb losses of the entity or the right to receive benefits from the entity that potentially could be significant to the VIE. Consolidation of Voting Interest Entities. The Company is required to consolidate an investee to the extent that Innventure can exert control over the financial and operating policies of the investee, which generally exists if there is a greater than 50% voting equity interest.
Impairment of Investments	Impairments of Investments Management periodically assesses equity method investments for impairment. If impairment exists, an impairment charge would be recorded for the excess of the carrying amount of the investment over its estimated fair value in the consolidated statements of operations. Impairment evaluation considers qualitative factors, including the financial conditions and specific events related to an investee, that may indicate the fair value of the investment is less than its carrying value.
Cash, Cash Equivalents and Restricted Cash	Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents primarily consist of cash, money market funds and short-term, highly liquid investments with original maturities of three months or less. The Company has concentrated credit risk for cash and cash equivalents by maintaining deposits in banks, which may, at times, exceed amounts covered by insurance provided by the US Federal Deposit Insurance Corporation. Cash that is restricted and not available for general operations is considered restricted cash. The Company's restricted cash is related to cash received through the Company's Class B Preferred Units capital raise and held in escrow prior to finalization of the Class B Preferred Units investment. As of December 31, 2023 and 2022, the Company had restricted cash related to the capital raise of $100 and $0, respectively. Additionally, the Company maintains certain compensating balances that may be withdrawn, but the availability of short-term lines of credit is dependent upon the maintenance of such compensating balances. As of December 31, 2023 and 2022, the Company had compensating balances of $300 and $0, respectively.
Property, Plant and Equipment	Property, Plant and Equipment The Company records property, plant and equipment at cost less accumulated depreciation. The Company depreciates the cost of property, plant and equipment using the straight-line method with depreciable lives of 10 years for Machinery & equipment, 3 years for Computers & office equipment, and lesser of useful life or lease terms for Leasehold improvements. The Company expenses normal maintenance and repair costs as incurred.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company assesses its property, plant and equipment and other long lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable in accordance with ASC 360, "Property, Plant and Equipment." Recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to the future undiscounted net cash flows expected to be generated by the asset. In the event such an asset is considered impaired, the impairment to be recognized is measured by the amount by which the carrying value of the asset exceeds the estimated fair value of the asset. Assets to be disposed of are reported at the lower of the carrying value of estimated fair value less estimated costs to sell.
Due from Related Parties	Due from Related Parties Due from related parties includes amounts receivable from the Company’s equity method investees.
Notes Payable, Convertible Promissory Note Due to Related Party and Convertible Promissory Note	Notes Payable, Convertible Promissory Note Due to Related Party and Convertible Promissory Note The Company's debt is carried on the consolidated balance sheets on a historical cost basis net of unamortized discounts and premiums. Costs associated with acquiring debt are presented netted against the principal balance as a debt discount. The debt discount is presented in the consolidated balance sheets as a direct deduction from the carrying amount of the debt liability. Discounts on debts are amortized over the contractual life of the related debt instrument using the effective interest method and are included in interest expense in the consolidated statements of operations. The Company reviews the terms of all notes issued to determine whether there are features, including redemption and conversion features, which are required to be bifurcated and accounted for separately as derivative financial instruments. Embedded derivatives are separated from the host contract and carried at fair value when the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract and a separate, standalone instrument with the same terms would qualify as a derivative instrument. The derivative is measured both initially and in subsequent periods at fair value, with changes in fair value recognized in the consolidated statements of operations
Capital Units and Warrants	Capital Units and Warrants Capital units may be classified as a liability, temporary capital (i.e., mezzanine capital) or permanent unitholders' capital. In order to determine the appropriate classification, an evaluation of the cash redemption features is required. Where there exists an absolute right of redemption presently or in the future, the units in question would be classified as a liability. If units are contingently redeemable upon the occurrence of an event that is outside of the issuer’s control, the units are classified as mezzanine capital. The probability that the redemption event will occur is irrelevant. If no redemption features exist, or if a contingent redemption feature is within the Company’s control, the capital unit would be considered permanent unitholders' capital. Warrants to acquire units may be classified as a liability or permanent capital. In order to determine the appropriate classification consideration is given as to whether the warrants are indexed to the Company’s own common units and whether the warrant holders could potentially require net cash settlement in a circumstance outside of the Company’s control, among other conditions. The assessment, which requires the use of judgement, is conducted at the time of warrant issuance and as of each reconsideration and balance sheet date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for unitholders' capital classification, the warrants are recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all of the criteria for unitholders' capital classification, the warrants are recorded as a liability at their initial fair value on the date of issuance and remeasured at fair value as of each reconsideration and balance sheet date thereafter.
Revenue Recognition	Revenue Recognition The Company earns management fees, consulting revenue and carried interest allocations from investment advisory services it provides to its customers. Revenue is recognized when control of the promised services is transferred to customers in an amount that reflects the consideration the Company expects to receive in exchange for those services. Investment advisory services are entered into for the purpose of generating investment returns in exchange for carried interest allocations. Administrative services include the necessary overhead incurred by the Company in order to manage capital balances and are provided in exchange for a management fee. Carried interest allocations are recognized at a point in time, while management fees are recognized over time. Management Fees Management fees are generally 1-2% of capital committed to Innventus ESG Fund I, L.P. (the “Fund") for which the Company serves as an advisor. Management fees are recognized over the period during which the related services are performed. The administrative services are comprised of distinct service periods (quarters) because the services are performed over time each quarter. Management fees are generally calculated and paid to the Company on a quarterly basis in advance, based on the amount of capital commitments at the beginning of the quarter. Changes in the Company’s management fee revenues from quarter to quarter are driven by changes in the quarterly opening balances of capital commitments. The Company considers management fees to be a form of variable consideration, as the amount earned each quarter may depend on various contingencies, such as changes in committed or invested capital. Management fees, however, are generally fully recognized at the end of each reporting period and are not subject to clawback and, therefore, the value of the management fees the Company is entitled to receive at the end of each quarter is generally no longer subject to the constraint. Carried Interest Carried interest allocations include the allocation of performance-based fees, commonly referred to as carried interest, to the Company from unaffiliated limited partners invested in the Fund. The Company is entitled to a carried interest allocation (typically 10% to 20%) based on cumulative fund or account performance to date, irrespective of whether such amounts have been realized. These carried interest allocations are subject to the achievement of minimum return levels (typically 8%). Carried interest is allocated based on cumulative returns, and is therefore reversible until gains are realized that exceed the return threshold. Accordingly, the Company considers the variable consideration related to carried interest to be constrained. Carried interest allocations are treated as service fees paid to the Company and the Company recognizes amounts when significant reversal is no longer probable. Consulting revenue Consulting services include investigative analysis, due diligence and opportunity assessment for third party customers. Consulting revenue is recognized as the services are provided to the customer as the Company completes its relevant analysis or deliverables for the customer.
Net Loss Per Unit	Net Loss Per Unit Basic loss per unit is calculated by dividing net income attributable to common unit holders by the weighted-average number of units outstanding during the period.
Unit-Based Compensation	Unit-Based Compensation The Company's unit-based compensation consists of profit interest units issued to certain employees and nonemployees of the Company. The Company recognizes expense for services received in exchange for unit-based compensation based on the grant date fair value of the awards. The Company recognizes non-cash compensation expense attributable to these grants on a straight-line basis over the requisite service period, which is generally the vesting period. Expense related to grants of unit-based awards is included in the respective expense category in which the employee serves in the consolidated statements of operations. The Company recognizes forfeitures as they occur.
Income Taxes	Income Taxes The Company qualifies as a partnership for federal income tax purposes. Consequently, federal income taxes are not payable or provided by the Company. Members are taxed individually on their pro rata ownership share of the Company’s earnings. The Company’s net income or loss is allocated to the members in accordance with the Company’s operating agreement. The Company has no material unrecognized income tax benefits or uncertain tax positions. Entities within the consolidated group that are considered a corporation for federal income tax purposes, recognize deferred income tax assets and liabilities for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using currently enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred income tax assets and liabilities is recognized on the consolidated statements of operations in the period that includes the enactment date. Management periodically assesses the recoverability of its deferred income tax assets based upon expected future earnings, taxable income in prior carryback years, future deductibility of the asset, changes in applicable tax laws and other factors. If management determines that it is not more likely than not that the deferred tax asset will be fully recoverable in the future, a valuation allowance will be established for the difference between the asset balance and the amount expected to be recoverable in the future. This allowance will result in additional income tax expense. Further, the Company records its income taxes receivable and payable based upon its estimated income tax position.
Recently Adopted Accounting Pronouncements and Recently Issued But Not Yet Adopted Accounting Standards	Recently Adopted Accounting Pronouncements In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). ASU 2016-13 replaced the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. ASU 2016-13 was originally effective for fiscal years beginning after December 15, 2019, with early adoption permitted. In October 2019, the FASB issued ASU No. 2019-10 , Financial Instruments-Credit Losses (Topic 326): Effective Dates, to finalize the effective date delays for private companies, not-for-profits, and smaller reporting companies applying the current expected credit losses (“CECL”) standards. ASU 2016-13 is now effective for reporting periods beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2016-13 on January 1, 2023 and the adoption did not have a material impact on the Company’s consolidated financial statements. Recently Issued But Not Yet Adopted Accounting Standards In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions ("ASU 2022-03"). ASU 2022-03 clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company is currently assessing the impact of ASU 2022-03 on its consolidated financial statements. In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative (“ASU 2023-06”). This standard modifies the disclosure or presentation requirements of a variety of topics and aligns requirements with the SEC’s existing disclosure requirements. ASU 2023-06 is effective on the date each amendment is removed from Regulation S-X or Regulation S-K with early adoption prohibited. The Company will monitor the removal of various requirements from the current regulations in order to determine when to adopt the related amendments, but does not anticipate the adoption of the new guidance will have a material impact on the Company’s consolidated financial statements. The Company will continue to evaluate the impact of this guidance on its consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which enhances prior reportable segment disclosure requirements in part by requiring entities to disclose significant expenses related to their reportable segments. The amendments in ASU 2023-07 are effective on a retrospective basis for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this accounting standard will have its segment disclosures in Note 15. Business Segment Data. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), which requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid to enhance the transparency and decision usefulness of income tax disclosures. The amendments in this ASU are effective for annual periods beginning after December 15, 2024 on a prospective basis. The Company is currently evaluating the impact that ASU 2023-09 will have on its consolidated financial statements and notes thereto. Recently Adopted Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. This ASU clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. This ASU is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company adopted this ASU on January 1, 2024, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued But Not Yet Adopted Accounting Standards In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which enhances prior reportable segment disclosure requirements in part by requiring entities to disclose significant expenses related to their reportable segments. The amendments in ASU 2023-07 are effective on a retrospective basis for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this accounting standard will have on its segment disclosures.

Subsequent Events (Details) $ / shares in Units, $ in Thousands			2 Months Ended	3 Months Ended	6 Months Ended		12 Months Ended
	Mar. 31, 2024 USD ($) $ / shares shares	Mar. 22, 2024 USD ($) $ / shares shares	Aug. 28, 2024 USD ($) $ / shares shares	Apr. 12, 2024 USD ($) individual $ / shares shares	Jun. 30, 2024 USD ($) $ / shares shares	Jun. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Aug. 22, 2024	Apr. 11, 2024 shares
Subsequent Event [Line Items]
Noncontrolling interest sold					$ 10,851	$ 104	$ 337	$ 313
Amount loaned					5,035	0	2,600	0
Subsequent event
Subsequent Event [Line Items]
Noncontrolling interest sold (in shares) \| shares			154,003	609,088
Noncontrolling interest sold			$ 1,875	$ 7,416
Subsequent event \| Related party
Subsequent Event [Line Items]
Interest rate									11.50%
Amount loaned			350	$ 1,975
Two investors in the Fund \| Subsequent event
Subsequent Event [Line Items]
Unit issuance price (in usd per share) \| $ / shares				$ 9.6992
Sale of stock, number of investors \| individual				2
Noncontrolling interest share issuance (in shares) \| shares				16,427
Noncontrolling interest share issuance (in usd per share) \| $ / shares				$ 12.175
Class B Preferred Units
Subsequent Event [Line Items]
Capital received from unit issuance					$ 10,548	$ 3,389	$ 16,961	$ 13,480
Unit issuance (in shares) \| shares					1,087,508	349,409	1,748,684	1,389,800
Unit issuance price (in usd per share) \| $ / shares					$ 9.6992	$ 9.6992	$ 9.6992	$ 9.6992
Preferred units authorized (in shares) \| shares					6,722,562		4,639,557	3,608,545
Class B Preferred Units \| Subsequent event
Subsequent Event [Line Items]
Capital received from unit issuance			$ 2,434	$ 7,631
Unit issuance (in shares) \| shares			250,897	786,711
Unit issuance price (in usd per share) \| $ / shares			$ 9.6992	$ 9.6992
Preferred units authorized (in shares) \| shares				6,722,562						4,639,577
Class B Preferred Units \| Two investors in the Fund \| Subsequent event
Subsequent Event [Line Items]
Capital received from unit issuance				$ 121
Unit issuance (in shares) \| shares				25,775
Sale of stock, exchange of investment for stock				$ 329
Notes payable \| Series 1 promissory notes
Subsequent Event [Line Items]
Principal amounts of notes converted					$ 396	$ 100	$ 1,310	$ 1,602
Principal amount, maturity extended								$ 966
Extension term								12 months
Interest rate								12.00%
Notes payable \| Series 1 promissory notes \| Subsequent event
Subsequent Event [Line Items]
Principal amounts of notes converted				420
Principal amount, maturity extended				$ 122
Extension term				12 months
Interest rate				12.00%
Notes payable \| Series 1 promissory notes \| Class B Preferred Units
Subsequent Event [Line Items]
Units issued for notes converted (in shares) \| shares					40,829	10,310	135,133	165,089
Unit price for notes converted (in usd per share) \| $ / shares					$ 9.6992	$ 9.6992	$ 9.6992	$ 9.6992
Notes payable \| Series 1 promissory notes \| Class B Preferred Units \| Subsequent event
Subsequent Event [Line Items]
Units issued for notes converted (in shares) \| shares				43,303
Unit price for notes converted (in usd per share) \| $ / shares				$ 9.6992
Convertible debt \| Convertible promissory notes
Subsequent Event [Line Items]
Principal amounts of notes converted	$ 6,000
Units issued for notes converted (in shares) \| shares	693,480
Unit price for notes converted (in usd per share) \| $ / shares	$ 9.74
Interest rate	8.00%				8.00%		8.00%	8.00%
Accrued interest converted	$ 755
Qualified financing event, conversion, discount percentage								20.00%
Convertible debt \| Convertible promissory notes \| Subsequent event
Subsequent Event [Line Items]
Principal amounts of notes converted		$ 6,000
Units issued for notes converted (in shares) \| shares		692,267
Unit price for notes converted (in usd per share) \| $ / shares		$ 9.74
Accrued interest converted		$ 743
Qualified financing event, conversion, discount percentage		20.00%

RELATED PARTY TRANSACTIONS, Founder Shares (Details) - USD ($)				1 Months Ended		6 Months Ended	12 Months Ended
	Sep. 09, 2021	Aug. 20, 2021	Feb. 02, 2021	May 31, 2021	May 30, 2021	Jun. 30, 2024	Dec. 31, 2023	Oct. 11, 2023	Dec. 31, 2022	Sep. 30, 2021	Feb. 01, 2021
Class A Units
Founder Shares [Abstract]
Common units outstanding (in shares)						10,875,000	10,875,000		10,875,000
Class A Units \| Learn CW Investment Corporation
Founder Shares [Abstract]
Common units outstanding (in shares)						0	0		0
Share Price								$ 0.018
Class B Ordinary Shares \| Learn CW Investment Corporation
Founder Shares [Abstract]
Common units outstanding (in shares)						5,750,000	5,750,000		5,750,000
Class B Ordinary Shares \| Over-Allotment Option [Member] \| Maximum \| Learn CW Investment Corporation
Founder Shares [Abstract]
Number of shares subject to forfeiture (in shares)										750,000
Founder Shares [Member] \| Class A Units \| Minimum \| Learn CW Investment Corporation
Founder Shares [Abstract]
Period after initial Business Combination						150 days	150 days
Investor [Member] \| Founder Shares [Member] \| Class A Units \| Learn CW Investment Corporation
Founder Shares [Abstract]
Threshold trading days						20 days	20 days
Threshold consecutive trading days						30 days	30 days
Investor [Member] \| Founder Shares [Member] \| Class A Units \| Minimum \| Learn CW Investment Corporation
Founder Shares [Abstract]
Share Price						$ 12.00	$ 12.00
Investor [Member] \| Founder Shares [Member] \| Class B Ordinary Shares \| Learn CW Investment Corporation
Founder Shares [Abstract]
Proceeds from Issuance of Common Stock			$ 25,000
Shares issued (in shares)			7,187,000
Number of shares surrender for no consideration (in shares)	150,000	1,287,000
Shares surrendered, consideration	$ 0	$ 0
Common units outstanding (in shares)	5,750,000										7,187,000
Holding period for transfer, assignment or sale of Founder Shares						1 year	1 year
Director [Member] \| Founder Shares [Member] \| Class B Ordinary Shares \| Learn CW Investment Corporation
Founder Shares [Abstract]
Proceeds from Issuance of Common Stock				$ 30,000	$ 30,000

STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
STATEMENTS OF CASH FLOWS - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Cash Flows Used in Operating Activities
Net (Loss) Income Attributable to Innventure LLC Unitholders	$ (30,845,000)	$ (32,757,000)
Changes in operating assets and liabilities:
Net Cash Used in Operating Activities	(19,476,000)	(9,950,000)
Cash Flows Used in Investing Activities
Net Cash Used in Investing Activities	(4,667,000)	1,483,000
Cash Flows Provided by Financing Activities
Net Cash Provided by Financing Activities	19,174,000	11,672,000
Cash, Cash Equivalents and Restricted Cash Beginning of period	7,544,000	4,339,000
Cash, Cash Equivalents and Restricted Cash End of period	2,575,000	7,544,000
Learn CW Investment Corporation
Cash Flows Used in Operating Activities
Net (Loss) Income Attributable to Innventure LLC Unitholders	3,907,392	9,891,490
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Income earned on investments in Trust Account	(8,808,542)	0
Change in fair value of warrant liabilities	(745,840)	(8,419,283)
Gain on settlement of deferred underwriting fees	(556,743)	0
Interest earned on marketable securities held in Trust Account	0	(3,274,564)
Changes in operating assets and liabilities:
Prepaid expenses	(21,274)	692,444
Accounts payable and accrued expenses	4,943,384	571,407
Deferred credits	400,000	0
Net Cash Used in Operating Activities	(881,623)	(538,506)
Cash Flows Used in Investing Activities
Investment of cash in Trust Account	(1,140,000)	0
Cash withdrawn from Trust Account in connection with redemption	145,222,585	0
Net Cash Used in Investing Activities	144,082,585	0
Cash Flows Provided by Financing Activities
Proceeds from convertible promissory note – related party	1,445,000	1,050,000
Repayment of promissory note - related party	(56,000)	0
Redemption of ordinary shares	(145,222,585)	0
Net Cash Provided by Financing Activities	(143,833,585)	1,050,000
Net change in cash	(632,623)	511,494
Cash, Cash Equivalents and Restricted Cash Beginning of period	748,857	237,363
Cash, Cash Equivalents and Restricted Cash End of period	116,234	748,857
Supplemental Disclosure of Noncash Financing Information
Accretion of Class A ordinary shares subject to possible redemption	9,948,542	3,278,276
Gain on settlement of underwriting fees	9,223,757	0
Shareholder redemption payable	$ 249,339	$ 0

Condensed Consolidated Statements of Changes in Mezzanine Capital - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning balance	$ 10,630	$ 15,866	$ 15,866	$ 41,255
Proceeds from capital calls to unitholders		130	130	205
Accretion of redeemable units to redemption value	4,777	7,912
Ending balance	15,407	23,908	10,630	15,866
Redeemable Class I Units
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning balance	2,912	2,984	2,984	4,530
Proceeds from capital calls to unitholders		130	130	205
Accretion of redeemable units to redemption value	1,214	424
Ending balance	4,126	3,538	2,912	2,984
Redeemable Class PCTA Units
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning balance	7,718	12,882	12,882	36,725
Accretion of redeemable units to redemption value	3,563	7,488
Ending balance	$ 11,281	$ 20,370	$ 7,718	$ 12,882

- Definition

+ References + Details

Unit-based Compensation - Class C Units Activity (Details) - Class C units - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Number of Class C Units
Non-vested (in shares)	928,562	453,125
Granted (in shares)	0	1,132,000
Vested (in shares)	(595,861)	(656,563)
Forfeited (in shares)	(15,000)
Non-vested (in shares)	317,701	928,562	453,125
Weighted average grant date fair value
Non-vested (in usd per share)	$ 0.82	$ 0.02
Granted (in usd per share)		1.07
Vested (in usd per share)	0.67	0.69
Forfeited (in usd per share)	1.05
Non-vested (in usd per share)	$ 1.09	$ 0.82	$ 0.02
Weighted average recognition period (years)
Non-vested	1 year 11 months 4 days	2 years 2 months 19 days	2 years

Revenues	6 Months Ended
Revenues	Jun. 30, 2024
Revenue from Contract with Customer [Abstract]
Revenues	Note 10. Revenues The Company provides investment management services to the Fund, a related party. The Company earns revenue from the management fees generated by the Fund it manages. Management fee revenue is affected by economic factors related to the asset class composition of the holdings and the contractual terms such as the basis for calculating the management fees and investors’ ability to redeem. The Company also provides management services to AeroFlexx. Management fees from the Fund were $789 for the years ended December 31, 2023 and 2022 Management fees from AeroFlexx were $103 and $— for the years ended December 31, 2023 and 2022, respectively. The Company did not recognize any carried interest allocation for the years ended December 31, 2023 and 2022, as the amounts were probable of significant reversal given the amount of consideration is highly susceptible to factors outside the Company's influence. Cumulative carried interest allocation amounts are subject to restraint and as such are not yet recognized were $5,880 and $6,513 for the years ended December 31, 2023 and 2022, respectively. For the year ended December 31, 2023, two customers accounted for 70.6% (related party) and 20.1% of the Company’s total revenue. For the year ended December 31, 2022, two customers accounted for 83.8% (related party) and 16.2% of the Company’s total revenue. All the Company’s revenue and customers are located within the United States. There was no revenue from the sale of products as the technology segment is pre-revenue currently.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

SUBSEQUENT EVENTS	6 Months Ended
SUBSEQUENT EVENTS	Jun. 30, 2024
Subsequent Event [Line Items]
Subsequent Events	Note 16. Subsequent Events The consolidated financial statements and related disclosures include evaluation of events up through and including April 12, 2024, which is the date the consolidated financial statements were available to be issued. During 2024, the Company sold an aggregate of 609,088 of Accelsius Series A Units for aggregate proceeds of approximately $7,416. During 2024, the Company continued to raise additional capital through its Class B Preferred Unit capital raise. The Company received $7,631 in new cash funds and issued 786,711 new Class B Preferred Units at an issuance price of $9.6992 per unit. During 2024, noteholders with principal amount totaling $420 converted their Series 1 promissory notes into an aggregate of 43,303 Class B Preferred Units, based on the Class B Preferred Unit issuance price of $9.6992 per unit. The converting noteholders elected to receive the last interest payment due and waive the prepayment fee, if applicable, in connection with the transaction. During 2024, outstanding Series 1 notes, with outstanding principal amounts of $122, became eligible for extension and the Company elected to extend such notes for an incremental 12-month period. In connection with the contractual extension, the interest rate on the notes reset to 12%. During 2024, Innventure advanced funds in the amount of $1,975 to AeroFlexx. During 2024, two individuals holding equity in the Fund totaling $329 entered into an agreement with the Company and exchanged their equity and additional cash of $121 for 25,775 Class B Preferred Units at an issuance price of $9.6992 and 16,427 Accelsius Series A Units at an issuance price of $12.175. During 2024, the board of directors of Innventure provided written consent approving an increase in the number of Class B Preferred Units authorized under the Company's Fifth Amended and Restated Limited Liability Company Agreement, as amended, from 4,639,577 to 6,722,562. The authorized purchase price per unit remains unchanged at $9.6992. On March 22, 2024, the 2025 Notes with a $6,000 principal balance and $743 of accrued interest were converted into 692,267 Accelsius Series A units at a conversion price of $9.74 per share. The conversion was pursuant to the occurrence of a qualified financing event as described in Note 5. Borrowings with the conversion price reflecting a 20% discount per the conversion terms. Note 15. Subsequent Events The condensed consolidated financial statements and related disclosures include evaluation of events up through and including August 28, 2024, which is the date the condensed consolidated financial statements were available to be issued. Events occurring after June 30, 2024 are: The Company sold 154,003 of Accelsius Series A Units for aggregate proceeds of approximately $1,875. This amount will be reflected in non-controlling interests in the condensed consolidated statements of changes in unitholders' deficit in future periods. The Company continued to receive additional capital through its Class B Preferred Unit capital raise which closed on January 26, 2024. The Company received $2,434 in cash and issued 250,897 new Class B Preferred Units at the issuance price of $9.6992 per share. The Company sold 47,544 PCT shares for aggregate net proceeds of $269. The PCT shares were measured at their fair value immediately prior to the transaction. On July 1, 2024, the Company ("Lender") entered into an intercompany loan agreement with AeroFlexx ("Borrower"). The pre-existing working capital interest-free loans to AeroFlexx, amounting to $7,635 are subject to this agreement as outstanding term loans and will also lend new term loans, up to an aggregate principal amount of $10,000, able to be drawn through the loan maturity date. After any full or partial repayment of the term loans, the borrower may borrow additional funds up to the $10,000 limit until the maturity date. The loan bears interest at the applicable federal rate published by the Internal Revenue Service and is adjusted on a quarterly basis. The term loans and any unpaid accrued interest are required to be repaid by the maturity date, which is the earliest of December 31, 2026 or the date of the sale, transfer or other disposition all of the borrower’s assets or borrower's stock. The Company has an option to convert the outstanding principal amount of the term loans and any unpaid accrued interest into shares or units of next issuance of equity securities by the borrower, at a price equal to 100% of the price per share or unit and same terms and conditions in such issuance. If, by January 1, 2025, the Borrower has not raised equity financing equal to or more than a target of $7,250, then on January 2, 2025, the outstanding principal and any unpaid accrued interest on the Term Loans will automatically convert into Class D preferred units of the borrower at the same price per unit and on the same terms and conditions as the Class D preferred unit of the borrower purchased by lender prior to the date of this loan agreement. The Company lent an additional $350 to AeroFlexx in new term loans pursuant to this agreement. On August 20, 2024, the Company entered into an unsecured short-term promissory note with a related party for $10,000 with an associated $1,000 loan fee which are both due on the earlier of the first business day following closing of the Business Combination or October 15, 2024. On August 20, 2024, the Company signed a non-binding term sheet with a third party lender that would provide the Company with a secured line of credit up to $50,000, available starting at Closing and payable in tranches, with an interest rate of the greater of 13.50% or WSJ prime + 5.00% per annum with repayment terms of up to 36 months. $10,000 penny warrants are also expected to be issued at Closing and represent debt issuance costs. The warrants are expected to be liability classified and are convertible into Holdco common stock. On August 22, 2024, the Company entered into an unsecured short-term promissory note with a related party for $2,000 with an associated interest rate of 11.5% per annum. The loan and associated interest is payable on the earlier of the first business day following closing of the Business Combination or October 15, 2024.
Learn CW Investment Corporation
Subsequent Event [Line Items]
Subsequent Events	NOTE 11. SUBSEQUENT EVENTS Management of 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 upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements, other than as disclosed below. On February 13, 2024, the Company announced that 150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate its initial business combination to March 13, 2024. On March 13, 2024, the Company announced that 150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate its initial business combination to April 13, 2024. On March 19, 2024, the First Restated Note was further amended and issued in the principal amount of up to $3,050,000 in favor of the Sponsor, which was fully drawn as of such date. Note 11 – Subsequent Events Management of the Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed financial statements were issued and has determined that there were no significant unrecognized events through that date other those noted below. On July 11, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate an initial business combination to August 13, 2024. On August 12, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate an initial business combination to September 13, 2024. On August 13, 2024, the Company, acting pursuant to authorization from its Board, notified the NYSE of its intention to voluntarily withdraw the listing of its Class A ordinary shares, Public Warrants and Units from the NYSE and transfer the listing of its Class A ordinary shares to the Nasdaq Global Market (“Nasdaq”). The listing and trading of the Company's securities on the NYSE ended at market close on August 23, 2024, and trading of the Class A ordinary shares commenced on Nasdaq on August 26, 2024, with the Units and Public Warrants commencing trading in the over-the-counter market on the same date.

Related Party Transactions, Founder Shares (Details) - USD ($)				1 Months Ended		6 Months Ended	12 Months Ended
	Sep. 09, 2021	Aug. 20, 2021	Feb. 02, 2021	May 31, 2021	May 30, 2021	Jun. 30, 2024	Dec. 31, 2023	Oct. 11, 2023	Dec. 31, 2022	Sep. 30, 2021	Feb. 01, 2021
Class A Units
Founder Shares [Abstract]
Common units outstanding (in shares)						10,875,000	10,875,000		10,875,000
Class A Units \| Learn CW Investment Corporation
Founder Shares [Abstract]
Common units outstanding (in shares)						0	0		0
Share Price								$ 0.018
Class B Ordinary Shares \| Learn CW Investment Corporation
Founder Shares [Abstract]
Common units outstanding (in shares)						5,750,000	5,750,000		5,750,000
Class B Ordinary Shares \| Over-Allotment Option [Member] \| Maximum \| Learn CW Investment Corporation
Founder Shares [Abstract]
Number of shares subject to forfeiture (in shares)										750,000
Founder Shares [Member] \| Class A Units \| Minimum \| Learn CW Investment Corporation
Founder Shares [Abstract]
Period after initial Business Combination						150 days	150 days
Investor [Member] \| Founder Shares [Member] \| Class A Units \| Learn CW Investment Corporation
Founder Shares [Abstract]
Threshold trading days						20 days	20 days
Threshold consecutive trading days						30 days	30 days
Investor [Member] \| Founder Shares [Member] \| Class A Units \| Minimum \| Learn CW Investment Corporation
Founder Shares [Abstract]
Share Price						$ 12.00	$ 12.00
Investor [Member] \| Founder Shares [Member] \| Class B Ordinary Shares \| Learn CW Investment Corporation
Founder Shares [Abstract]
Proceeds from Issuance of Common Stock			$ 25,000
Shares issued (in shares)			7,187,000
Number of shares surrender for no consideration (in shares)	150,000	1,287,000
Shares surrendered, consideration	$ 0	$ 0
Common units outstanding (in shares)	5,750,000										7,187,000
Holding period for transfer, assignment or sale of Founder Shares						1 year	1 year
Director [Member] \| Founder Shares [Member] \| Class B Ordinary Shares \| Learn CW Investment Corporation
Founder Shares [Abstract]
Proceeds from Issuance of Common Stock				$ 30,000	$ 30,000

Subsequent Events (Details) - Learn CW Investment Corporation - USD ($)	Aug. 12, 2024	Jul. 11, 2024	Apr. 13, 2024	Mar. 13, 2024	Feb. 13, 2024
Subsequent Events [Abstract]
Cash deposited in Trust Account				$ 150,000	$ 150,000
Subsequent event
Subsequent Events [Abstract]
Cash deposited in Trust Account	$ 150,000	$ 150,000	$ 150,000

Commitment and Contingencies - Narrative (Details) $ in Thousands	12 Months Ended	44 Months Ended	50 Months Ended
	Dec. 31, 2022 USD ($) agreement	Dec. 31, 2023 USD ($)	Jun. 30, 2024 USD ($)	Apr. 22, 2020 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Guaranty amount				$ 5,000
Amounts paid under the guaranty		$ 0	$ 0
Interest paid under the guaranty		0	0
Principal outstanding under the guaranty	$ 0	0	$ 0
Asset acquisition, number of agreements \| agreement	2
Minimum
Other Commitments [Line Items]
License agreement, buy-out fee		125,000
Maximum
Other Commitments [Line Items]
License agreement, buy-out fee		$ 500,000

FAIR VALUE MEASUREMENTS, Changes in Fair Value of Warrant Liabilities (Details) - USD ($)	3 Months Ended		12 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Oct. 13, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]			Change in fair value of warrant liabilities
Learn CW Investment Corporation
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning of period		$ 142,920	$ 428,760
Change in valuation inputs or other assumptions			(285,840)
Fair value, end of period			142,920
Units, number of securities called by units				1
Private Placement Warrants [Member] \| Learn CW Investment Corporation
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning of period	$ 357,300	142,920
Change in valuation inputs or other assumptions	$ (714,600)	$ (214,380)
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Change in fair value of warrant liabilities	Change in fair value of warrant liabilities
Fair value, end of period	$ 1,071,900	$ 357,300	$ 142,920
Public Warrants [Member] \| Learn CW Investment Corporation
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Units, number of securities called by units			0.2	0.2

Inventory (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 651	$ 0
Work in process	10	0
Total inventories	$ 662	$ 0

Unitholders' Deficit - Narrative (Details) $ / shares in Units, $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024 USD ($) $ / shares shares	Jun. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) vote $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares
Class of Stock [Line Items]
Distributions to unitholders			$ 241	$ 0
Series 1 promissory notes \| Notes payable
Class of Stock [Line Items]
Principal amounts of notes converted	$ 396	$ 100	$ 1,310	1,602
Class A Units
Class of Stock [Line Items]
Number of votes \| vote			1
Class B Preferred Units
Class of Stock [Line Items]
Number of votes \| vote			1
Preferred distributions rate	6.00%		6.00%
Unreturned preferred returns	$ 3,944		$ 2,552	884
Capital received from unit issuance	$ 10,548	$ 3,389	$ 16,961	$ 13,480
Unit issuance (in shares) \| shares	1,087,508	349,409	1,748,684	1,389,800
Unit issuance price (in usd per share) \| $ / shares	$ 9.6992	$ 9.6992	$ 9.6992	$ 9.6992
Class B Preferred Units \| Series 1 promissory notes \| Notes payable
Class of Stock [Line Items]
Units issued for notes converted (in shares) \| shares	40,829	10,310	135,133	165,089
Unit price for notes converted (in usd per share) \| $ / shares	$ 9.6992	$ 9.6992	$ 9.6992	$ 9.6992
Class B-1 Preferred Units
Class of Stock [Line Items]
Number of votes \| vote			1
Preferred distributions rate	6.00%		6.00%
Unreturned preferred returns	$ 309		$ 210	$ 8

Summary of Significant Accounting Policies, Shares Subject to Possible Redemption (Details) - USD ($)	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Accretion of redeemable units to redemption value	$ 4,777,000	$ 7,912,000
Learn CW Investment Corporation
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Class A ordinary shares subject to possible redemption, beginning balance	100,054,892	235,578,275	$ 235,578,275
Redemption	(249,339)	$ 0	(145,222,585)	$ 0
Shareholder redemption payable			(249,339)	0
Accretion of redeemable units to redemption value	1,537,840		9,948,542
Class A ordinary shares subject to possible redemption, ending balance	$ 101,592,732		$ 100,054,892	$ 235,578,275

- Definition

Carrying amount, attributable to parent, of an entity's issued and outstanding stock which is not included within permanent equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. Includes stock with a put option held by an ESOP and stock redeemable by a holder only in the event of a change in control of the issuer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-03(a)(23)(a)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478777/944-210-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 14.E.Q2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479830/718-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

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

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

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

+ Details

Unitholders' Deficit - Units Authorized, Issued and Outstanding (Details) - shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Class B Preferred Units
Class of Stock [Line Items]
Preferred units authorized (in shares)	6,722,562	4,639,557	3,608,545
Preferred units issued (in shares)	5,259,591	4,109,961	2,226,144
Preferred units outstanding (in shares)	5,259,591	4,109,961	2,226,144
Class B-1 Preferred Units
Class of Stock [Line Items]
Preferred units authorized (in shares)	2,600,000	2,600,000	2,600,000
Preferred units issued (in shares)	342,608	342,608	342,608
Preferred units outstanding (in shares)	342,608	342,608	342,608
Class A Units
Class of Stock [Line Items]
Common units authorized (in shares)	10,975,000	10,975,000	10,975,000
Common units issued (in shares)	10,875,000	10,875,000	10,875,000
Common units outstanding (in shares)	10,875,000	10,875,000	10,875,000
Class C Units
Class of Stock [Line Items]
Common units authorized (in shares)	1,585,125	1,585,125	1,585,125
Common units issued (in shares)	1,570,125	1,570,125	1,585,125
Common units outstanding (in shares)	1,570,125	1,570,125	1,585,125

Inventory (Tables)

6 Months Ended

Jun. 30, 2024

Inventory Disclosure [Abstract]

Inventory

Inventory consisted of the following:


	June 30, 2024		December 31, 2023
Raw materials	$	651	$	—
Work in process	$	10	$	—
Total inventories	$	662	$	—

Accounting Policies - Going Concern (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Cash, cash equivalents and restricted cash	$ 2,081	$ 3,230	$ 2,575	$ 7,544	$ 4,339
Accumulated deficit	(81,568)		(64,284)	(38,564)
Working capital (deficit)			(2,504)
Net (loss) income	$ (18,840)	$ 964	$ (30,984)	$ (32,785)
Investment ownership percentage			2.00%

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

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

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 11
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479168/946-830-55-11

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 205
-Name Accounting Standards Codification
-Section 45
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478009/946-205-45-3

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479105/946-220-45-7

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(16))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(1)(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 810
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 19
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481231/810-10-45-19

Reference 18: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 235
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477314/942-235-S99-1

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483499/205-20-50-7

Reference 31: http://www.xbrl.org/2003/role/exampleRef
-Topic 810
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 4J
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481175/810-10-55-4J

Reference 32: http://www.xbrl.org/2003/role/exampleRef
-Topic 810
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 4K
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481175/810-10-55-4K

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1A

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1B

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Topic 230
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482740/230-10-45-2

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 810
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481203/810-10-50-1A

Reference 37: http://www.xbrl.org/2003/role/disclosureRef
-Topic 810
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Subparagraph (c)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481203/810-10-50-1A

+ Details

- Definition

Amount of accumulated undistributed earnings (deficit).

+ References + Details

Property, Plant and Equipment

6 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Note 6. Property, Plant and Equipment

Property, plant, and equipment consisted of the following:


	December 31,
	2023		2022
Leasehold improvements	$	38	$	—
Machinery & equipment	$	86	$	—
Computers & office equipment	$	19	$	—
Construction in progress	$	502	$	—
Property, Plant and Equipment, Gross	$	645	$	—
Less: Accumulated depreciation	$	(8)	$	—
Property, Plant and Equipment, Net	$	637	$	—

Note 7. Property, Plant and Equipment


	June 30, 2024		December 31, 2023
Leasehold improvements	$	669	$	38
Machinery & equipment	$	146	$	86
Computers & office equipment	$	19	$	19
Construction in progress	$	518	$	502
Property, Plant and Equipment, Gross	$	1,352	$	645
Less: Accumulated depreciation	$	(78)	$	(8)
Property, Plant and Equipment, Net	$	1,274	$	637

Investments

6 Months Ended

Jun. 30, 2024

Investments, All Other Investments [Abstract]

Investments

Note 3. Investments

Investments consist of the following:


	December 31,
	2023		2022
Equity-method investments	$	4,482	$	2,984
Exchange-traded investments at fair value	9,685		16,841
Total Investments	$	14,167	$	19,825

Equity-method investments

The Company’s equity-method investments include its investment in the Fund, for which it serves as general partner, and AeroFlexx, LLC ("AeroFlexx"), neither of which is consolidated, but over which the Company exerts significant influence.

The Company’s equity-method investment in the Fund reflects the Company’s general partner interest in the Fund, which represents approximately 5% of the Fund’s total capital commitments. The general partner interest is not consolidated because the Fund is not considered a variable interest entity and the Company does not hold a controlling financial interest in the Fund under the VOE model. The Fund is an investment company that follows a specialized basis of accounting established by GAAP. The Company’s general partnership interest in the Fund is substantially illiquid. While the Fund’s holdings are accounted for at fair value, the equity-method investment in the Fund is adjusted to reflect the fair value of the underlying investments of the Fund as of December 31, 2023 and 2022. The fair value of the underlying investments in the Fund is based on the Company’s assessment, which takes into account expected cash flows, earnings multiples and/or comparisons to similar market transactions, among other factors. Valuation adjustments reflecting consideration of credit quality, concentration risk, sales restrictions and other liquidity factors are integral to valuing these instruments.

The Company held a 31% and 30% equity-method investment interest in AeroFlexx as of December 31, 2023 and 2022, respectively. The Company recorded its investment in AeroFlexx at $1,570 and zero as of December 31, 2023 and 2022, respectively. The balance as of December 31, 2023 is derived from the Company's $2,000 investment in AeroFlexx Class D units in May of 2023, less equity method losses recorded against the carrying amount of the investment of $430 for the year ended December 31, 2023. The December 31, 2022 balance was zero due to the fact that the Company's share of cumulative losses were in excess of the Company’s basis.

Unconsolidated VIE

The Company determined that AeroFlexx has insufficient equity at risk to fund its operations, as of December 31, 2023, and therefore will meet the characteristic of a VIE. The Company does not have power to direct AeroFlexx's operations. AeroFlexx’s core operations are not closely associated with the Company and it was not created specifically to provide substantially all benefits to Innventure. Therefore, the Company is not considered the primary beneficiary and does not consolidate AeroFlexx as a VIE. The Company accounts for these investments in AeroFlexx under the equity method as shown below.

In addition, during the fourth quarter of 2023, Innventure made five separate working capital advances to AeroFlexx for a total of $2,600 which is presented within the "Due from related parties" caption on the consolidated balance sheets.


	December 31,
	2023				2022
Asset type	Carrying Amount		Maximum Exposure to Loss		Carrying Amount		Maximum Exposure to Loss
Investment in AeroFlexx	$	1,570	$	1,570	$	—	$	—
Due from related party	2,600		2,600		13		13
Total	$	4,170	$	4,170	$	13	$	13

Summarized financial information:

Summarized financial information of the Fund in which the Company holds an equity method investment is as follows:

Balance sheets


	December 31,
	2023		2022
Current assets	$	58,022	$	60,062
Current liabilities	107		184
Partner's capital	57,915		59,878

Statements of operations


	Years ended December 31,
	2023		2022
Interest income	$	320	$	118
Total operating expenses	1,029		1,005
Net investment loss	$	(709)	$	(887)

Summarized financial information of AeroFlexx in which the Company holds an equity method investment is as follows:

Balance sheets


	December 31,
	2023		2022
Current assets	$	874	$	3,827
Non-current assets	9,906		7,872
Current liabilities	5,036		579
Non-current liabilities	2,995		2,685
Member's equity	2,749		8,435

Statements of operations


	Years ended December 31,
	2023		2022
Revenue	$	16	$	44
Gross loss	1		(146)
Net loss	$	(8,221)	$	(6,244)

Exchange-traded investments

The Company previously invested in PCT as the first company formed in partnership with a multinational corporation. In 2021, PCT merged with a special purpose acquisition company and became a publicly-traded entity. The shares of PCT's common stock held by the Company are classified as an Exchange-traded investment at FVTNI. The remaining shares of PCT's common stock held by the Company are subject to a final lock-up period which expires based upon the achievement of certain operational metrics, as certified by certain third-parties, of PCT’s Ironton, Ohio plant.

Note 3. Investments

Investments consist of the following:


	June 30, 2024		December 31, 2023
Equity-method investments	$	5,594	$	4,482
Exchange-traded investments at fair value	12,331		9,685
Total Investments	$	17,925	$	14,167

Equity-method investments

The Company’s equity-method investments primarily include its investment in the Innventus ESG Fund I, L.P. (the “Fund"), for which it serves as general partner, and AeroFlexx, LLC ("AeroFlexx"), which are both not consolidated, but for which the Company exerts significant influence.

The Company’s equity-method investment in the Fund reflects the Company’s general partner interest in the Fund, which represents approximately 5% of the Fund’s total capital commitments. The general partner interest is not consolidated because the Fund is not considered a variable interest entity and the Company does not hold a controlling financial interest in the Fund under the VOE model. The Fund is an investment company that follows a specialized basis of accounting established by GAAP. The Company’s general partnership interest in the Fund is substantially illiquid. While the Fund’s holdings are accounted for at fair value, the equity-method investment in the Fund is adjusted to reflect the fair value of the underlying investments of the Fund as of June 30, 2024 and December 31, 2023. The fair value of the underlying investments in the Fund is based on the Company’s assessment, which takes into account expected cash flows, earnings multiples and/or comparisons to similar market transactions, among other factors. Valuation adjustments reflecting consideration of credit quality, concentration risk, sales restrictions and other liquidity factors are integral to valuing these instruments.

The Company held a 31% equity-method investment interest in AeroFlexx as of both June 30, 2024 and December 31, 2023. The Company recorded its investment in AeroFlexx at $1,011 and $1,570 as of June 30, 2024 and December 31, 2023, respectively.

Exchange-traded investments

The Company previously invested in PureCycle Technologies, Inc. ("PCT"), as the first company formed in partnership with a multinational corporation. The shares of PCT's common stock held by the Company are classified as an Exchange-traded investment at fair value recorded through net income (“FVTNI”). The majority of the remaining shares of PCT's common stock held by the Company are subject to a final lock-up period which expires based upon the achievement of certain operational metrics, as certified by certain third-parties, of PCT’s Ironton, Ohio plant.

During the six months ended June 30, 2024, the Company sold 308,338 PCT shares for aggregate net proceeds of $1,744 of which $389 were outstanding as receivables from brokers as of June 30, 2024. The PCT shares were measured at their fair value immediately prior to the transactions.

Commitment and Contingencies - Minimum Patent Royalties Payable (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Years Ending December 31,
2024	$ 525
2025	700	$ 775
2026	825	700
2027	825	825
2028	825	825
Thereafter	9,900
Total	$ 13,600	$ 13,850

Mezzanine Capital - Components (Details) - shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Redeemable Class PCTA Units
Temporary Equity [Line Items]
Redeemable units, authorized (in shares)	3,982,675	3,982,675	3,982,675
Redeemable units, issued (in shares)	3,982,675	3,982,675	3,982,675
Redeemable units, outstanding (in shares)	3,982,675	3,982,675	3,982,675
Redeemable Class I Units
Temporary Equity [Line Items]
Redeemable units, authorized (in shares)	1,000,000	1,000,000	1,000,000
Redeemable units, issued (in shares)	1,000,000	1,000,000	1,000,000
Redeemable units, outstanding (in shares)	1,000,000	1,000,000	1,000,000

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Jun. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Assets
Cash, cash equivalents and restricted cash	$ 2,081	$ 2,575	$ 3,230	$ 7,544	$ 4,339
Prepaid expenses and other current assets	1,797	487		257
Inventory	662	0
Due from related parties	7,681	2,602		14
Total Current Assets	12,221	5,664		7,815
Investments	17,925	14,167		19,825
Property, plant and equipment, net	1,274	637		0
Other assets	972	1,096		339
Total Assets	32,392	21,564		27,979
Liabilities and Unitholders’ Capital
Accrued employee benefits	6,582	3,779		598
Accrued expenses	1,709	1,009		294
Patent installment payable - current	525	775		250
Other current liabilities	286	253		66
Total Current Liabilities	14,632	8,168		4,322
Notes payable, net of current portion	403	999		801
Embedded derivative liability	0	1,994		1,641
Patent installment payable, net of current	13,075	13,075		13,600
Other liabilities	577	683		295
Total Liabilities	28,687	29,420		23,306
Commitments and Contingencies
Mezzanine Capital
Redeemable Units	15,407	10,630	23,908	15,866	41,255
Unitholders' Deficit
Accumulated deficit	(81,568)	(64,284)		(38,564)
Non-controlling interest	15,113	1,559		656
Total Unitholders’ Deficit	(11,702)	(18,486)	(14,388)	(11,193)	(4,584)
Total Liabilities, Mezzanine Capital, and Unitholders' Deficit	32,392	21,564		27,979
Redeemable Class I Units
Mezzanine Capital
Redeemable Units	4,126	2,912	3,538	2,984	4,530
Redeemable Class PCTA Units
Mezzanine Capital
Redeemable Units	11,281	7,718	$ 20,370	12,882	$ 36,725
Class B Preferred Units
Unitholders' Deficit
Preferred Units	48,540	38,122		20,803
Class B-1 Preferred Units
Unitholders' Deficit
Preferred Units	3,323	3,323		3,323
Class A Units
Unitholders' Deficit
Common Units	1,950	1,950		1,950
Class C Units
Unitholders' Deficit
Common Units	940	844		639
Nonrelated party
Liabilities and Unitholders’ Capital
Accounts payable	3,250	93		84
Notes payable - current	772	912		1,949
Convertible promissory note, net	0	1,120		0
Related party
Liabilities and Unitholders’ Capital
Accounts payable	508	347		580
Notes payable - current	1,000	1,000		501
Convertible promissory note, net	$ 0	$ 3,381		$ 2,647

Warrant Liabilities	6 Months Ended
Warrant Liabilities	Jun. 30, 2024
Learn CW Investment Corporation
Class of Warrant or Right [Line Items]
WARRANT LIABILITY	NOTE 7. WARRANT LIABILITY The Company accounted for the 18,646,000 warrants issued in connection with the Initial Public Offering in accordance with the guidance contained in ASC 815-40. Such guidance provides that, because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a liability. Accordingly, the Company has classified each warrant as a liability at its fair value. This liability is subject to re-measurement at each balance sheet date. With each such remeasurement, the warrant liability will be adjusted to fair value, with the change in fair value recognized in the Company’s statements of operations. The warrants are also subject to re-evaluation of the proper classification and accounting treatment at each reporting period. If the classification changes as a result of events during the period, the warrants will be reclassified as of the date of the event that causes the reclassification. The Company offered warrants in connection with its sale of Units. Each whole warrant that is part of the Units sold in the Offering is exercisable to purchase one share of the Company’s Class A ordinary shares, subject to adjustment as provided in the Company’s Offering prospectus, and only whole warrants are exercisable. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. If, upon separation of the Units, a holder of warrants would be entitled to receive a fractional warrant, the Company will round down to the nearest whole number of warrants to be issued to such holder. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a Public Warrant and will have no obligation to settle such Public Warrant exercise unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the Public Warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No Public Warrant will be exercisable for cash or on a cashless basis, and the Company will not be obligated to issue any shares to holders seeking to exercise their Public Warrants, unless the issuance of the shares upon such exercise is registered or qualified under the securities laws of the state of the exercising holder, or an exemption from registration is available. The Company has agreed that as soon as practicable, but in no event later than fifteen (15) business days, after the closing of a Business Combination, it will use its best efforts to file with the SEC a registration statement registering the issuance, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the Public Warrants. The Company will use its best efforts to file with the SEC a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants, to cause such registration statement to become effective and to maintain a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed, as specified in the warrant agreement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th business day after the closing of a 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. Redemption of warrants when the price per share of Class A common stock equals or exceeds $18.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants: •in whole and not in part; •at a price of $0.01 per Public Warrant; •upon not less than 30 days’ prior written notice of redemption to each warrant holder; and •if, and only if, the reported last sale price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the warrant holders. Redemption of warrants when the price per share of Class A common stock equals or exceeds $10.00. Once the warrants become exercisable, the Company may redeem the outstanding 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) for any 20 trading days within the 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders; and •if the closing price of the Class A ordinary shares 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 is less than $18.00 per share (as adjusted), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above. If and when the Public Warrants become redeemable by the Company, the Company may not exercise its redemption right if the issuance of ordinary shares upon exercise of the warrants is not exempt from registration or qualification under applicable state blue sky laws or the Company is unable to effect such registration or qualification. The exercise price and number of Class A ordinary shares issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is unable to complete a 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. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a stock dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. If the Company is unable to complete a 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 respect to such warrants. Accordingly, the warrants may expire worthless. In addition, if (x) the Company issues additional shares of Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of its 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 Company’s 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) (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 Company’s initial business combination on the date of the consummation of such initial business combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s ordinary shares during the 20 trading day period starting on the trading day prior to 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 $18.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to 180% of the greater of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants included in the Units being sold in the Initial Public Offering, except that the Private Placement Warrants are not and the ordinary shares issuable upon the exercise of the Private Placement Warrants are not transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants are exercisable on a cashless basis and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. At December 31, 2023, there were 11,500,000 whole public warrants and 7,146,000 private placement warrants outstanding with a fair value of $230,000 and $142,920, respectively. At December 31, 2022, there were 11,500,000 whole public warrants and 7,146,000 private placement warrants outstanding with a fair value of $5,865,000 and $3,673,044, respectively. The Company accounts for the 11,500,000 warrants issued in connection with the Initial Public Offering and the 7,146,000 private placement warrants in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a derivative liability. The warrant agreement contains an Alternative Issuance provision that if less than 70% of the consideration receivable by the holders of the Class A ordinary share in the Business Combination is payable in the form of ordinary equity in the successor entity, and if the holders of the warrants properly exercises the warrants within thirty days following the public disclosure of the consummation of Business Combination by the Company, the warrant price shall be reduced by an amount equal to the difference (but in no event less than zero) of (i) the warrant price in effect prior to such reduction minus (ii) (A) the Per Share Consideration (as defined below) minus (B) the Black-Scholes Warrant Value (as defined below). The “Black-Scholes Warrant Value” means the value of a Warrant immediately prior to the consummation of the Business Combination based on the Black-Scholes Warrant Model for a Capped American Call on Bloomberg Financial Markets. “Per Share Consideration” means (i) if the consideration paid to holders of the ordinary share consists exclusively of cash, the amount of such cash per ordinary share, and (ii) in all other cases, the volume weighted average price of the ordinary share as reported during the ten-trading day period ending on the trading day prior to the effective date of the Business Combination. The Company believes that the adjustments to the exercise price of the warrants is based on a variable that is not an input to the fair value of a “fixed-for-fixed” option as defined under FASB ASC Topic No. 815 – 40, and thus the warrants are not eligible for an exception from derivative accounting. The accounting treatment of derivative financial instruments requires that the Company record a derivative liability upon the closing of the Initial Public Offering. Accordingly, the Company will classify each warrant as a liability at its fair value and the warrants will be allocated a portion of the proceeds from the issuance of the Units equal to its fair value determined by the Monte Carlo simulation. This liability is subject to re-measurement at each balance sheet date. With each such remeasurement, the warrant liability will be adjusted to fair value, with the change in fair value recognized in the Company’s statements of operations. The Company will reassess the classification at each balance sheet date. If the classification changes as a result of events during the period, the warrants will be reclassified as of the date of the event that causes the reclassification. Note 7 – Warrant Liabilities The Company accounted for the 18,646,000 Warrants issued in connection with the Initial Public Offering in accordance with the guidance contained in ASC 815-40. Such guidance provides that, because the Warrants do not meet the criteria for equity treatment thereunder, each Warrant must be recorded as a liability. Accordingly, the Company has classified each Warrant as a liability at its fair value. This liability is subject to re-measurement at each balance sheet date. With each such remeasurement, the warrant liabilities will be adjusted to fair value, with the change in fair value recognized in the Company’s statement of operations. The Warrants are also subject to re-evaluation of the proper classification and accounting treatment at each reporting period. If the classification changes as a result of events during the period, the Warrants will be reclassified as of the date of the event that causes the reclassification. The Company offered warrants in connection with its sale of Units. Each whole warrant that is part of the Units sold in the Offering is exercisable to purchase one Class A ordinary share, subject to adjustment as provided in the Initial Public Offering prospectus, and only whole warrants are exercisable. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. If, upon separation of the Units, a holder of warrants would be entitled to receive a fractional warrant, the Company will round down to the nearest whole number of warrants to be issued to such holder. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a Public Warrant and will have no obligation to settle such Public Warrant exercise unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the Public Warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No Public Warrant will be exercisable for cash or on a cashless basis, and the Company will not be obligated to issue any shares to holders seeking to exercise their Public Warrants, unless the issuance of the shares upon such exercise is registered or qualified under the securities laws of the state of the exercising holder, or an exemption from registration is available. The Company has agreed that as soon as practicable, but in no event later than 15 business days, after the closing of an initial business combination, it will use its best efforts to file with the SEC a registration statement registering the issuance, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the Public Warrants. The Company will use its best efforts to file with the SEC a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants, to cause such registration statement to become effective and to maintain a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed, as specified in the warrant agreement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th business day after the closing of an 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. Redemption of warrants 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: •in whole and not in part; •at a price of $0.01 per Public Warrant; •upon not less than 30 days’ prior written notice of redemption to each warrant holder; and •if, and only if, the reported last sale price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the warrant holders. Redemption of warrants 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: •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) for any 20 trading days within the 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders; and •if the closing price of the Class A ordinary shares 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 is less than $18.00 per share (as adjusted), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above. If and when the Public Warrants become redeemable by the Company, the Company may not exercise its redemption right if the issuance of ordinary shares upon exercise of the warrants is not exempt from registration or qualification under applicable state blue sky laws or the Company is unable to effect such registration or qualification. The exercise price and number of Class A ordinary shares issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is unable to complete an initial business combination by the Extended Date 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. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a stock dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. If the Company is unable to complete an initial business combination by the Extended Date 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 respect to such warrants. Accordingly, the warrants may expire worthless. 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 its 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 Company’s 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) (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 Company’s initial business combination on the date of the consummation of such initial business combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s ordinary shares during the 20 trading day period starting on the trading day prior to 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 $18.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to 180% of the greater of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants included in the Units sold in the Initial Public Offering, except that the Private Placement Warrants will and the ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of an initial business combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and will be non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. At June 30, 2024, there were 11,500,000 Public Warrants and 7,146,000 Private Placement Warrants outstanding with a fair value of $1,725,000 and $1,071,900, respectively. At December 31, 2023, there were 11,500,000 Public Warrants and 7,146,000 Private Placement Warrants outstanding with a fair value of $230,000 and $142,920, respectively. The Company accounts for the 11,500,000 Public Warrants issued in connection with the Initial Public Offering and the 7,146,000 Private Placement Warrants in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the Warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a derivative liability. The warrant agreement contains an Alternative Issuance provision that if less than 70% of the consideration receivable by the holders of the Class A ordinary shares in an initial business combination is payable in the form of ordinary equity in the successor entity, and if the holders of the warrants properly exercises the warrants within thirty days following the public disclosure of the consummation of such business combination by the Company, the warrant price shall be reduced by an amount equal to the difference (but in no event less than zero) of (i) the warrant price in effect prior to such reduction minus (ii) (A) the Per Share Consideration (as defined below) minus (B) the Black-Scholes Warrant Value (as defined below). The “Black-Scholes Warrant Value” means the value of a Warrant immediately prior to the consummation of such business combination based on the Black-Scholes Warrant Model for a Capped American Call on Bloomberg Financial Markets. “Per Share Consideration” means (i) if the consideration paid to holders of the ordinary share consists exclusively of cash, the amount of such cash per ordinary share, and (ii) in all other cases, the volume weighted average price of the ordinary share as reported during the ten-trading day period ending on the trading day prior to the effective date of such business combination. The Company believes that the adjustments to the exercise price of the warrants is based on a variable that is not an input to the fair value of a “fixed-for-fixed” option as defined under ASC 815-40 and, thus, the warrants are not eligible for an exception from derivative accounting. The accounting treatment of derivative financial instruments requires that the Company record a derivative liability upon the closing of the Initial Public Offering. Accordingly, the Company will classify each warrant as a liability at its fair value and the warrants will be allocated a portion of the proceeds from the issuance of the Units equal to its fair value determined by the Monte Carlo simulation. This liability is subject to re-measurement at each balance sheet date. With each such remeasurement, the warrant liabilities will be adjusted to fair value, with the change in fair value recognized in the Company’s statements of operations. The Company will reassess the classification at each balance sheet date. If the classification changes as a result of events during the period, the warrants will be reclassified as of the date of the event that causes the reclassification.

Fair Value

6 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value

Note 4. Fair Value

Fair Value Hierarchy


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Totals
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347


December 31, 2022	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	16,841	$	—	$	—	$	16,841

Liabilities:
Embedded derivative liability	—		—		1,641		1,641
Related party payables	580		—		—		580

Derivative Liabilities

Embedded derivative liabilities contained within the 2025 Notes (as defined and further described in Note 5. Borrowings) are stated at fair value. Fair value is determined utilizing a discounted cash flows method, using unobservable market data inputs, and an option pricing model based on management’s probability weighted expected outcome with respect to a financing or a change of control. A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	December 31, 2023		December 31, 2022
Discount Rate	35% - 36%		35% - 38%
Probability of Expected Outcomes
Financing	95	%	85	%
Change in control	3	%	10	%
Other	2	%	5	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 88%		—
Probability of Expected Outcomes
Financing	95	%	—
Change in control	3	%	—
Other	2	%	—

Significant increases or decreases to any of these inputs would result in a significantly higher or lower liability.

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability		Derivative Liability
Balance as of January 1, 2022	$	—	$	1,389
Issuance	1,576		—
Settlement	—		(1,431)
Change in fair value	65		42
Balance as of December 31, 2022	$	1,641	$	—
Issuance	1,119		—
Change in fair value	(766)		—
Balance as of December 31, 2023	$	1,994	$	—

The total net change in fair value included in earnings for the years ended December 31, 2023 and 2022 were $(766) and $107, respectively.

The carrying amounts of prepaid expenses and other current assets, due from related parties, other assets, accounts payable, accrued expenses, accrued employee benefits, other current liabilities and other liabilities approximate fair value due to the short maturity terms of these instruments. The fair value of the Company's convertible promissory note as of December 31, 2023 and 2022 was $4,501 and $2,647.

Note 4. Fair Value

Fair Value Hierarchy


June 30, 2024	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	12,331	$	—	$	—	$	12,331

Liabilities:
Related party payables	$	508	$	—	$	—	$	508


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347

Derivative Liabilities

Embedded derivative liabilities contained within the 2025 Notes (see Note 5. Borrowings) are stated at fair value. Fair value is determined utilizing discounted cash flows, using unobservable market data inputs, and an option pricing model based on management’s probability weighted expected outcome with respect to a financing or a change of control. The derivatives associated with the 2025 notes were settled in March 2024 due to conversion of

the 2025 notes in a qualified financing. A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	Settlement		December 31, 2023
Discount Rate	35	%	35% - 36%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 87%		71% - 88%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Significant increases or decreases to any of these inputs would result in a significantly higher or lower liability.

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability
Balance as of December 31, 2022	$	1,641
Change in fair value	41
Issuance	647
Balance as of June 30, 2023	2,329

Balance as of December 31, 2023	1,994
Change in fair value	478
Settlement	$	(2,472)
Balance as of June 30, 2024	$	—

The total net change in fair value included in earnings for the six months ended June 30, 2024 and 2023 were $478 and $41, respectively.

The carrying amounts of prepaid expenses and other current assets, due from related parties, other assets, accounts payable, accrued expenses, accrued employee benefits, other current liabilities and other liabilities approximate fair value due to the short maturity terms of these instruments. The Company's convertible promissory notes were converted in March 2024 and the related embedded derivative liabilities settled as part of this conversion (see Note 5. Borrowings). The fair value of the Company's convertible promissory notes as of December 31, 2023, was $4,501.

- 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

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 940
-SubTopic 820
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Revenue
Total Revenue	$ 1,117	$ 942
Operating Expenses
General and administrative	17,589	9,011
Sales and marketing	3,205	1,157
Research and development	4,001	15,443
Total Operating Expenses	24,795	25,611
Loss from Operations	(23,678)	(24,669)
Non-operating (Expense) and Income
Interest expense, net	(1,224)	(890)
Change in fair value of embedded derivative liability	766	(65)
Equity method investment income	(632)	(63)
Other loss	0	(140)
Total Non-operating (Expense) Income	(7,306)	(8,116)
Income tax expense	0	0
Net (Loss) Income	(30,984)	(32,785)
Less: Loss attributable to non-controlling interest	(139)	(28)
Net (Loss) Income Attributable to Innventure LLC Unitholders	(30,845)	(32,757)
Net Loss Attributable to Class A Unitholders	$ (27,279)	$ (26,588)
Basic loss per unit (in usd per share)	$ (2.51)	$ (2.44)
Basic weighted average Class A Units (in shares)	10,875,000	10,875,000
Management fee
Revenue
Total Revenue	$ 892	$ 789
Consulting
Revenue
Total Revenue	225	153
Nonrelated party
Non-operating (Expense) and Income
Net (loss) gain on investments	(6,448)	(7,196)
Related party
Non-operating (Expense) and Income
Net (loss) gain on investments	$ 232	$ 238

Related Party Transactions (Details) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended	6 Months Ended		12 Months Ended
	May 31, 2023 USD ($)	Dec. 31, 2023 USD ($) advance	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($) shares	Dec. 31, 2023 USD ($) shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 USD ($)	Mar. 31, 2021 $ / shares shares
Related Party Transaction [Line Items]
Due from related parties		$ 2,602	$ 7,681		$ 2,602	$ 14
Revenues			447	$ 619	1,117	942
Noncontrolling interest sold			10,851	104	337	313
Purchase of equity method investment			0	2,000	2,000	0
Amount loaned to equity method investee			5,035	0	2,600	0
AeroFlexx, LLC
Related Party Transaction [Line Items]
Due from related parties		$ 2,600			2,600	13
Purchase of equity method investment	$ 2,000
Number of working capital advances \| advance		5
Amount loaned to equity method investee		$ 2,600
Management fee
Related Party Transaction [Line Items]
Revenues			447	444	892	789
Transactions with the Fund
Related Party Transaction [Line Items]
Related party transaction			35	$ 9	48	176
Related party
Related Party Transaction [Line Items]
Accounts payable		347	508		347	580
Realized gain on investments						14,077
Related party \| Transactions with Innventure1
Related Party Transaction [Line Items]
Increase in contractual obligation						105
Decrease in contractual obligation						34
Contractual obligation		53	78		53	$ 89
Related party \| Transactions with Innventure1 \| Class B-1 Preferred Units
Related Party Transaction [Line Items]
Stock issued for exchange of investment (in shares) \| shares						342,608
Stock issued for exchange of investment						$ 3,323
Related party \| Transactions with the Fund
Related Party Transaction [Line Items]
Due from related parties		2	4		2	2
Purchase option (in shares) \| shares								145,161
Purchase option, price (in usd per share) \| $ / shares								$ 1
Accounts payable		294	430		$ 294	$ 491
Noncontrolling interest sold (in shares) \| shares				23,712	23,712	71,136
Noncontrolling interest sold				$ 104	$ 104	$ 313
Related party \| Transactions with the Fund \| Management fee
Related Party Transaction [Line Items]
Revenues			$ 393	394	$ 789	789
Related party \| Transactions with the Fund \| Minimum
Related Party Transaction [Line Items]
Management fee percentage			1.00%		1.00%
Related party \| Transactions with the Fund \| Maximum
Related Party Transaction [Line Items]
Management fee percentage			2.00%		2.00%
Related party \| Expense transactions with AeroFlexx
Related Party Transaction [Line Items]
Related party transaction			$ 12	$ 58	$ 128	299
Due from related parties		0	$ 43		0	$ 13
Notes payable \| Related party
Related Party Transaction [Line Items]
Notes principal		$ 1,000			$ 1,000
Notes payable \| Series 2 Promissory Notes
Related Party Transaction [Line Items]
Notes principal							$ 3,680
Notes payable \| Series 2 Promissory Notes \| Former Chief Financial Officer
Related Party Transaction [Line Items]
Notes principal							$ 500

Accounting Policies - Revenue Recognition (Details)	12 Months Ended
Accounting Policies - Revenue Recognition (Details)	Dec. 31, 2023
Investment Management Agreement \| Minimum
Related Party Transaction [Line Items]
Management fee percentage	1.00%
Investment Management Agreement \| Maximum
Related Party Transaction [Line Items]
Management fee percentage	2.00%
Investment Management Agreement, Carried Interest Allocation
Related Party Transaction [Line Items]
Minimum return percentage	8.00%
Investment Management Agreement, Carried Interest Allocation \| Minimum
Related Party Transaction [Line Items]
Management fee percentage	10.00%
Investment Management Agreement, Carried Interest Allocation \| Maximum
Related Party Transaction [Line Items]
Management fee percentage	20.00%

Unitholders' Deficit

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Unitholders' Deficit

Note 8. Unitholders' Deficit


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	3,608,545	2,226,144
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,585,125

Voting

Class A Units, Class B Preferred Units and Class B-1 Preferred Units are entitled to one vote per unit on all matters concerning the Company excluding Class PCTA and Class I businesses. Class C Units are nonvoting.

The holders of units of any other class, by virtue of their ownership of units of a different class, are not entitled to vote on any matters required or permitted to be voted on by the unitholders of any other class.

Preferred Return

Class B Preferred and Class B-1 Preferred Unitholders are entitled to distributions at a rate of six percent per year per unit of unreturned capital of preferred units. Class B Preferred Unitholders have accumulated $2,555 and $884 in unreturned preferred returns as of December 31, 2023 and 2022, respectively. Class B-1 Preferred Unitholders have accumulated $210 and $8 in unreturned preferred returns as of December 31, 2023 and 2022, respectively.

Liquidation Preference

In case of liquidation, or other deemed distributions, distributions will be made first to holders of Class B Preferred Units and then to holders of Class B-1 Preferred Units such that the unreturned capital balance and unpaid return has been reduced to zero, then to all members of Class A Units, Class B Preferred Units, Class B-1 Preferred Units and Class C in proportion to their respective Company ownership amounts.

Allocations

Class A, Class B Preferred, Class B-1 Preferred and Class C shall participate in the Company’s business and all assets not held within Class PCTA or Class I.

Transactions

The Company continues to raise additional capital through its Class B Preferred Unit capital raise. The Company received $16,961 and $13,480 in new cash funds before issuance costs during the year ended December 31, 2023 and 2022, respectively, and issued 1,748,684 and 1,389,800 new Class B Preferred Units, respectively, at the issuance price of $9.6992 per unit. Additionally, the Company made distributions to unitholders of $241 related to tax advances in 2023 and none in 2022.


	Class B Preferred Units	Class B-1 Preferred Units	Class A Units	Class C Units
Balance – January 1, 2022:	671,254	—	10,875,000	453,125
Unit issuance	1,554,890	342,608	—	1,132,000
Balance – December 31, 2022	2,226,144	342,608	10,875,000	1,585,125
Unit issuance	1,748,684	—	—	—
Units forfeited	—	—	—	(15,000)
Unit conversions	135,133	—	—	—
Balance – December 31, 2023	4,109,961	342,608	10,875,000	1,570,125

Note 8. Unitholders' Deficit


	June 30, 2024		December 31, 2023
	Units Authorized	Units Issued and Outstanding	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	6,722,562	5,259,591	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608	2,600,000	342,608
Class A Units	10,975,000	10,875,000	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125	1,585,125	1,570,125

Preferred Return

Class B and B-1 Preferred Unitholders are entitled to distributions at a rate of 6% per year of unreturned capital of preferred units. Class B and B-1 Preferred Unitholders have accumulated $3,944 and $309, respectively, in unreturned preferred returns as of June 30, 2024 and $2,552 and $210, respectively, as of December 31, 2023.

Transactions

The Company continues to receive additional capital in connection with its Class B Preferred Unit capital raise which closed on January 26, 2024. The Company received $10,548 and $3,389 in cash during the six months ended June 30, 2024 and 2023 and issued 1,087,508 and 349,409 new Class B Preferred Units, respectively, at the issuance price of $9.6992 per share.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478448/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

PRIVATE PLACEMENT (Details) - Private Placement [Member] - Private Placement Warrants [Member] - Learn CW Investment Corporation	Oct. 13, 2021 USD ($) $ / shares shares
Private Placement Warrants [Abstract]
Warrants issued (in shares) \| shares	7,146,000
Share price (in dollars per share) \| $ / shares	$ 1.00
Gross proceeds from private placement \| $	$ 7,146,000

WARRANT LIABILITY	6 Months Ended
WARRANT LIABILITY	Jun. 30, 2024
Learn CW Investment Corporation
Class of Warrant or Right [Line Items]
WARRANT LIABILITY	NOTE 7. WARRANT LIABILITY The Company accounted for the 18,646,000 warrants issued in connection with the Initial Public Offering in accordance with the guidance contained in ASC 815-40. Such guidance provides that, because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a liability. Accordingly, the Company has classified each warrant as a liability at its fair value. This liability is subject to re-measurement at each balance sheet date. With each such remeasurement, the warrant liability will be adjusted to fair value, with the change in fair value recognized in the Company’s statements of operations. The warrants are also subject to re-evaluation of the proper classification and accounting treatment at each reporting period. If the classification changes as a result of events during the period, the warrants will be reclassified as of the date of the event that causes the reclassification. The Company offered warrants in connection with its sale of Units. Each whole warrant that is part of the Units sold in the Offering is exercisable to purchase one share of the Company’s Class A ordinary shares, subject to adjustment as provided in the Company’s Offering prospectus, and only whole warrants are exercisable. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. If, upon separation of the Units, a holder of warrants would be entitled to receive a fractional warrant, the Company will round down to the nearest whole number of warrants to be issued to such holder. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a Public Warrant and will have no obligation to settle such Public Warrant exercise unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the Public Warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No Public Warrant will be exercisable for cash or on a cashless basis, and the Company will not be obligated to issue any shares to holders seeking to exercise their Public Warrants, unless the issuance of the shares upon such exercise is registered or qualified under the securities laws of the state of the exercising holder, or an exemption from registration is available. The Company has agreed that as soon as practicable, but in no event later than fifteen (15) business days, after the closing of a Business Combination, it will use its best efforts to file with the SEC a registration statement registering the issuance, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the Public Warrants. The Company will use its best efforts to file with the SEC a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants, to cause such registration statement to become effective and to maintain a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed, as specified in the warrant agreement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th business day after the closing of a 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. Redemption of warrants when the price per share of Class A common stock equals or exceeds $18.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants: •in whole and not in part; •at a price of $0.01 per Public Warrant; •upon not less than 30 days’ prior written notice of redemption to each warrant holder; and •if, and only if, the reported last sale price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the warrant holders. Redemption of warrants when the price per share of Class A common stock equals or exceeds $10.00. Once the warrants become exercisable, the Company may redeem the outstanding 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) for any 20 trading days within the 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders; and •if the closing price of the Class A ordinary shares 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 is less than $18.00 per share (as adjusted), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above. If and when the Public Warrants become redeemable by the Company, the Company may not exercise its redemption right if the issuance of ordinary shares upon exercise of the warrants is not exempt from registration or qualification under applicable state blue sky laws or the Company is unable to effect such registration or qualification. The exercise price and number of Class A ordinary shares issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is unable to complete a 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. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a stock dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. If the Company is unable to complete a 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 respect to such warrants. Accordingly, the warrants may expire worthless. In addition, if (x) the Company issues additional shares of Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of its 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 Company’s 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) (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 Company’s initial business combination on the date of the consummation of such initial business combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s ordinary shares during the 20 trading day period starting on the trading day prior to 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 $18.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to 180% of the greater of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants included in the Units being sold in the Initial Public Offering, except that the Private Placement Warrants are not and the ordinary shares issuable upon the exercise of the Private Placement Warrants are not transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants are exercisable on a cashless basis and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. At December 31, 2023, there were 11,500,000 whole public warrants and 7,146,000 private placement warrants outstanding with a fair value of $230,000 and $142,920, respectively. At December 31, 2022, there were 11,500,000 whole public warrants and 7,146,000 private placement warrants outstanding with a fair value of $5,865,000 and $3,673,044, respectively. The Company accounts for the 11,500,000 warrants issued in connection with the Initial Public Offering and the 7,146,000 private placement warrants in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a derivative liability. The warrant agreement contains an Alternative Issuance provision that if less than 70% of the consideration receivable by the holders of the Class A ordinary share in the Business Combination is payable in the form of ordinary equity in the successor entity, and if the holders of the warrants properly exercises the warrants within thirty days following the public disclosure of the consummation of Business Combination by the Company, the warrant price shall be reduced by an amount equal to the difference (but in no event less than zero) of (i) the warrant price in effect prior to such reduction minus (ii) (A) the Per Share Consideration (as defined below) minus (B) the Black-Scholes Warrant Value (as defined below). The “Black-Scholes Warrant Value” means the value of a Warrant immediately prior to the consummation of the Business Combination based on the Black-Scholes Warrant Model for a Capped American Call on Bloomberg Financial Markets. “Per Share Consideration” means (i) if the consideration paid to holders of the ordinary share consists exclusively of cash, the amount of such cash per ordinary share, and (ii) in all other cases, the volume weighted average price of the ordinary share as reported during the ten-trading day period ending on the trading day prior to the effective date of the Business Combination. The Company believes that the adjustments to the exercise price of the warrants is based on a variable that is not an input to the fair value of a “fixed-for-fixed” option as defined under FASB ASC Topic No. 815 – 40, and thus the warrants are not eligible for an exception from derivative accounting. The accounting treatment of derivative financial instruments requires that the Company record a derivative liability upon the closing of the Initial Public Offering. Accordingly, the Company will classify each warrant as a liability at its fair value and the warrants will be allocated a portion of the proceeds from the issuance of the Units equal to its fair value determined by the Monte Carlo simulation. This liability is subject to re-measurement at each balance sheet date. With each such remeasurement, the warrant liability will be adjusted to fair value, with the change in fair value recognized in the Company’s statements of operations. The Company will reassess the classification at each balance sheet date. If the classification changes as a result of events during the period, the warrants will be reclassified as of the date of the event that causes the reclassification. Note 7 – Warrant Liabilities The Company accounted for the 18,646,000 Warrants issued in connection with the Initial Public Offering in accordance with the guidance contained in ASC 815-40. Such guidance provides that, because the Warrants do not meet the criteria for equity treatment thereunder, each Warrant must be recorded as a liability. Accordingly, the Company has classified each Warrant as a liability at its fair value. This liability is subject to re-measurement at each balance sheet date. With each such remeasurement, the warrant liabilities will be adjusted to fair value, with the change in fair value recognized in the Company’s statement of operations. The Warrants are also subject to re-evaluation of the proper classification and accounting treatment at each reporting period. If the classification changes as a result of events during the period, the Warrants will be reclassified as of the date of the event that causes the reclassification. The Company offered warrants in connection with its sale of Units. Each whole warrant that is part of the Units sold in the Offering is exercisable to purchase one Class A ordinary share, subject to adjustment as provided in the Initial Public Offering prospectus, and only whole warrants are exercisable. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. If, upon separation of the Units, a holder of warrants would be entitled to receive a fractional warrant, the Company will round down to the nearest whole number of warrants to be issued to such holder. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a Public Warrant and will have no obligation to settle such Public Warrant exercise unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the Public Warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No Public Warrant will be exercisable for cash or on a cashless basis, and the Company will not be obligated to issue any shares to holders seeking to exercise their Public Warrants, unless the issuance of the shares upon such exercise is registered or qualified under the securities laws of the state of the exercising holder, or an exemption from registration is available. The Company has agreed that as soon as practicable, but in no event later than 15 business days, after the closing of an initial business combination, it will use its best efforts to file with the SEC a registration statement registering the issuance, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the Public Warrants. The Company will use its best efforts to file with the SEC a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants, to cause such registration statement to become effective and to maintain a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed, as specified in the warrant agreement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th business day after the closing of an 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. Redemption of warrants 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: •in whole and not in part; •at a price of $0.01 per Public Warrant; •upon not less than 30 days’ prior written notice of redemption to each warrant holder; and •if, and only if, the reported last sale price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the warrant holders. Redemption of warrants 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: •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) for any 20 trading days within the 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders; and •if the closing price of the Class A ordinary shares 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 is less than $18.00 per share (as adjusted), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above. If and when the Public Warrants become redeemable by the Company, the Company may not exercise its redemption right if the issuance of ordinary shares upon exercise of the warrants is not exempt from registration or qualification under applicable state blue sky laws or the Company is unable to effect such registration or qualification. The exercise price and number of Class A ordinary shares issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is unable to complete an initial business combination by the Extended Date 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. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a stock dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. If the Company is unable to complete an initial business combination by the Extended Date 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 respect to such warrants. Accordingly, the warrants may expire worthless. 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 its 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 Company’s 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) (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 Company’s initial business combination on the date of the consummation of such initial business combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s ordinary shares during the 20 trading day period starting on the trading day prior to 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 $18.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to 180% of the greater of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants included in the Units sold in the Initial Public Offering, except that the Private Placement Warrants will and the ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of an initial business combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and will be non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. At June 30, 2024, there were 11,500,000 Public Warrants and 7,146,000 Private Placement Warrants outstanding with a fair value of $1,725,000 and $1,071,900, respectively. At December 31, 2023, there were 11,500,000 Public Warrants and 7,146,000 Private Placement Warrants outstanding with a fair value of $230,000 and $142,920, respectively. The Company accounts for the 11,500,000 Public Warrants issued in connection with the Initial Public Offering and the 7,146,000 Private Placement Warrants in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the Warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a derivative liability. The warrant agreement contains an Alternative Issuance provision that if less than 70% of the consideration receivable by the holders of the Class A ordinary shares in an initial business combination is payable in the form of ordinary equity in the successor entity, and if the holders of the warrants properly exercises the warrants within thirty days following the public disclosure of the consummation of such business combination by the Company, the warrant price shall be reduced by an amount equal to the difference (but in no event less than zero) of (i) the warrant price in effect prior to such reduction minus (ii) (A) the Per Share Consideration (as defined below) minus (B) the Black-Scholes Warrant Value (as defined below). The “Black-Scholes Warrant Value” means the value of a Warrant immediately prior to the consummation of such business combination based on the Black-Scholes Warrant Model for a Capped American Call on Bloomberg Financial Markets. “Per Share Consideration” means (i) if the consideration paid to holders of the ordinary share consists exclusively of cash, the amount of such cash per ordinary share, and (ii) in all other cases, the volume weighted average price of the ordinary share as reported during the ten-trading day period ending on the trading day prior to the effective date of such business combination. The Company believes that the adjustments to the exercise price of the warrants is based on a variable that is not an input to the fair value of a “fixed-for-fixed” option as defined under ASC 815-40 and, thus, the warrants are not eligible for an exception from derivative accounting. The accounting treatment of derivative financial instruments requires that the Company record a derivative liability upon the closing of the Initial Public Offering. Accordingly, the Company will classify each warrant as a liability at its fair value and the warrants will be allocated a portion of the proceeds from the issuance of the Units equal to its fair value determined by the Monte Carlo simulation. This liability is subject to re-measurement at each balance sheet date. With each such remeasurement, the warrant liabilities will be adjusted to fair value, with the change in fair value recognized in the Company’s statements of operations. The Company will reassess the classification at each balance sheet date. If the classification changes as a result of events during the period, the warrants will be reclassified as of the date of the event that causes the reclassification.

PRIVATE PLACEMENT	6 Months Ended
PRIVATE PLACEMENT	Jun. 30, 2024
Learn CW Investment Corporation
Class of Warrant or Right [Line Items]
PRIVATE PLACEMENT	NOTE 4. PRIVATE PLACEMENT Simultaneously with the Initial Public Offering, the Sponsor purchased an aggregate of 7,146,000 Private Placement Units at a price of $1.00 per unit for an aggregate purchase price of $7,146,000. Each Private Placement Warrant is identical to the warrants offered in the Initial Public Offering, except there will be no redemption rights or liquidating distributions from the Trust Account with respect to Private Placement Warrants, which will expire worthless if we do not consummate a Business Combination within the Combination Period. Note 4 – Private Placement Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 7,146,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant, for an aggregate purchase price of $7,146,000, in a private placement. Each Private Placement Warrant is identical to the Public Warrants, except there will be no redemption rights or liquidating distributions from the trust account with respect to Private Placement Warrants, which will expire worthless if the Company does not consummate an initial business combination by the Extended Date.

CONDENSED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
CONDENSED STATEMENTS OF OPERATIONS - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Loss from Operations
Total operating expenses			$ 22,265,000	$ 8,612,000
Loss from Operations			(21,818,000)	(7,993,000)
Non-operating (Expense) and Income
Net (Loss) Income Attributable to Innventure LLC Unitholders			$ (12,507,000)	$ 1,020,000
Weighted average Class A Units outstanding, basic (in shares)			10,875,000	10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)			$ (1.73)	$ (0.71)
Learn CW Investment Corporation
Loss from Operations
Total operating expenses	$ 1,333,608	$ 428,076	$ 2,928,040	$ 781,121
Loss from Operations	(1,333,608)	(428,076)	(2,928,040)	(781,121)
Non-operating (Expense) and Income
Interest income	637,838	2,743,828	637,838	5,204,752
Interest income on cash account	0	375	0	375
Change in fair value of warrant liabilities	(1,864,600)	(186,460)	(2,423,980)	559,380
Net (Loss) Income Attributable to Innventure LLC Unitholders	$ (2,560,370)	$ 2,129,667	$ (4,714,182)	$ 4,983,386
Class A Units \| Learn CW Investment Corporation
Non-operating (Expense) and Income
Weighted average Class A Units outstanding, basic (in shares)	9,338,422	23,000,000	9,338,422	23,000,000
Diluted weighted average shares outstanding (in shares)	9,338,422	23,000,000	9,338,422	23,000,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17
Diluted net income/(loss) per ordinary share (in dollars per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17
Class B Ordinary Shares \| Learn CW Investment Corporation
Non-operating (Expense) and Income
Weighted average Class A Units outstanding, basic (in shares)	5,750,000	5,750,000	5,750,000	5,750,000
Diluted weighted average shares outstanding (in shares)	5,750,000	5,750,000	5,750,000	5,750,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17
Diluted net income/(loss) per ordinary share (in dollars per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

6 Months Ended

Jun. 30, 2024

Temporary Equity [Line Items]

Mezzanine Capital

Mezzanine capital consisted of the following:


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class PCTA Units	3,982,675	3,982,675
Class I Units	1,000,000	1,000,000


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class PCTA Units	3,982,675	3,982,675
Class I Units	1,000,000	1,000,000

Earnings Per Unit Reconciliation

Presented in the table below is a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations for the year ended:


	Years ended December 31,
	2023		2022
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(30,845)	$	(32,757)
Less: cumulative earnings to participating unitholders	$	1,800	$	894
Less: deemed dividend related to Class PCTA and Class I Units	$	(5,366)	$	(7,063)
Net Loss Attributable to Class A Unitholders	$	(27,279)	$	(26,588)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(2.51)	$	(2.44)

The following table presents a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations using the two class method:


	Six months ended June 30,
	2024		2023
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(12,507)	$	1,020
Less: cumulative earnings to participating unitholders	1,492		779
Less: deemed dividend related to Class PCTA and Class I Units	4,777		7,912
Net Loss Attributable to Class A Unitholders	$	(18,776)	$	(7,671)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(1.73)	$	(0.71)

Learn CW Investment Corporation

Temporary Equity [Line Items]

Mezzanine Capital

As of December 31, 2023, and 2022, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Gross Proceeds	$	230,000,000
Less:
Proceeds allocated to Public Warrants	(13,110,000)
Class A ordinary shares issuance costs	(12,375,591)
Plus:
Accretion of carrying value to redemption value	31,063,866
Class A ordinary shares subject to possible redemption as of December 31, 2022	$	235,578,275
Plus:
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption as of December 31, 2023	$	100,054,892

As of June 30, 2024 and December 31, 2023, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Class A ordinary shares subject to possible redemption, December 31, 2022	235,578,275
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption, December 31, 2023	$	100,054,892
Accretion of carrying value to redemption value	1,537,840
Class A ordinary shares subject to possible redemption, June 30, 2024	$	101,592,732

Earnings Per Unit Reconciliation

A reconciliation of net income per ordinary share is as follows:


	For the year ended December 31, 2023				For the year ended December 31, 2022
	Class A		Class B		Class A		Class B
Basic and diluted net income per share
Numerator:
Allocation of net income as adjusted	$	3,125,914	$	781,478	$	7,913,192	$	1,978,298
Denominator:
Basic and diluted weighted average ordinary shares outstanding	23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income per ordinary share	$	0.14	$	0.14	$	0.34	$	0.34

A reconciliation of net (loss)/income per ordinary share is as follows:


	For the Three Months Ended June 30,2024				For the Six Months Ended June 30,2024				For the Three Months Ended June 30, 2023				For the Six Months Ended June 30, 2023
	Class A		Class B		Class A		Class B		Class A		Class B		Class A		Class B
Basic and diluted net income/(loss) per ordinary share
Numerator:
Allocation of net income/(loss), as adjusted	$	(1,584,646)	$	(975,724)	$	(2,917,669)	$	(1,796,513)	$	1,703,734	$	425,933	$	3,986,709	$	996,677
Denominator:
Basic and diluted weighted average shares outstanding	9,338,422		5,750,000		9,338,422		5,750,000		23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income/(loss) per ordinary share	$	(0.17)	$	(0.17)	$	(0.31)	$	(0.31)	$	0.07	$	0.07	$	0.17	$	0.17

Borrowings - Components (Details) - USD ($) $ in Thousands		6 Months Ended	12 Months Ended
Borrowings - Components (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2024
Debt Instrument [Line Items]
Total Notes Payable		$ 2,175	$ 9,545	$ 7,401
Less: unamortized debt discount		0	(2,133)	(1,503)
Total Long-term Notes		$ 403	$ 5,500	$ 3,448
Notes payable \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate				12.00%
Notes payable \| Minimum \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate	9.00%
Debt term	36 months
Notes payable \| Maximum \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate	12.00%
Debt term	48 months
Convertible debt \| Convertible promissory notes
Debt Instrument [Line Items]
Interest rate		8.00%	8.00%	8.00%	8.00%
Debt term		36 months	36 months	36 months
Total Notes Payable		$ 0	$ 6,634	$ 4,118
Less: unamortized debt discount		0	(2,133)	(1,472)
Nonrelated party
Debt Instrument [Line Items]
Less: current portion of notes payable		(772)	(912)	(1,949)
Nonrelated party \| Notes payable \| Series 1 promissory notes
Debt Instrument [Line Items]
Total Notes Payable		$ 1,175	$ 1,911	2,717
Nonrelated party \| Notes payable \| Minimum
Debt Instrument [Line Items]
Interest rate		9.00%
Debt term		36 months
Nonrelated party \| Notes payable \| Minimum \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate			9.00%
Debt term			36 months
Nonrelated party \| Notes payable \| Maximum
Debt Instrument [Line Items]
Interest rate		15.00%
Debt term		60 months
Nonrelated party \| Notes payable \| Maximum \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate			12.00%
Debt term			48 months
Nonrelated party \| Other loans \| Other loans
Debt Instrument [Line Items]
Total Notes Payable			$ 0	65
Related party
Debt Instrument [Line Items]
Less: current portion of notes payable		$ (1,000)	(1,000)	(501)
Related party \| Notes payable \| Innventure1 LLC related party note
Debt Instrument [Line Items]
Total Notes Payable				$ 501
Related party \| Notes payable \| Related party note
Debt Instrument [Line Items]
Total Notes Payable		$ 1,000	$ 1,000

Fair Value Measurement

6 Months Ended

Jun. 30, 2024

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value

Note 4. Fair Value

Fair Value Hierarchy


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Totals
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347


December 31, 2022	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	16,841	$	—	$	—	$	16,841

Liabilities:
Embedded derivative liability	—		—		1,641		1,641
Related party payables	580		—		—		580

Derivative Liabilities


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	December 31, 2023		December 31, 2022
Discount Rate	35% - 36%		35% - 38%
Probability of Expected Outcomes
Financing	95	%	85	%
Change in control	3	%	10	%
Other	2	%	5	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 88%		—
Probability of Expected Outcomes
Financing	95	%	—
Change in control	3	%	—
Other	2	%	—

Significant increases or decreases to any of these inputs would result in a significantly higher or lower liability.

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability		Derivative Liability
Balance as of January 1, 2022	$	—	$	1,389
Issuance	1,576		—
Settlement	—		(1,431)
Change in fair value	65		42
Balance as of December 31, 2022	$	1,641	$	—
Issuance	1,119		—
Change in fair value	(766)		—
Balance as of December 31, 2023	$	1,994	$	—

The total net change in fair value included in earnings for the years ended December 31, 2023 and 2022 were $(766) and $107, respectively.

Note 4. Fair Value

Fair Value Hierarchy


June 30, 2024	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	12,331	$	—	$	—	$	12,331

Liabilities:
Related party payables	$	508	$	—	$	—	$	508


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347

Derivative Liabilities

the 2025 notes in a qualified financing. A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	Settlement		December 31, 2023
Discount Rate	35	%	35% - 36%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 87%		71% - 88%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Significant increases or decreases to any of these inputs would result in a significantly higher or lower liability.

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability
Balance as of December 31, 2022	$	1,641
Change in fair value	41
Issuance	647
Balance as of June 30, 2023	2,329

Balance as of December 31, 2023	1,994
Change in fair value	478
Settlement	$	(2,472)
Balance as of June 30, 2024	$	—

The total net change in fair value included in earnings for the six months ended June 30, 2024 and 2023 were $478 and $41, respectively.

The carrying amounts of prepaid expenses and other current assets, due from related parties, other assets, accounts payable, accrued expenses, accrued employee benefits, other current liabilities and other liabilities approximate fair value due to the short maturity terms of these instruments. The Company's convertible promissory notes were converted in March 2024 and the related embedded derivative liabilities settled as part of this conversion (see Note 5. Borrowings). The fair value of the Company's convertible promissory notes as of December 31, 2023, was $4,501.

Learn CW Investment Corporation

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value

NOTE 10. FAIR VALUE MEASUREMENTS

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. 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 (unadjusted) 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.

The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2023, and 2022, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:


December 31, 2023:	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	100,304,232	$	—	$	—	$	100,304,232
Liabilities:
Warrant Liabilities:
Public Warrants	$	230,000	$	—	$	—	$	230,000
Private Placement Warrants	$	—	$	—	$	142,920	$	142,920
Total Warrant Liabilities	$	230,000	$	—	$	142,920	$	372,920


December 31, 2022:	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	235,578,275	$	—	$	—	$	235,578,275
Liabilities:
Warrant Liabilities:
Public Warrants	$	690,000	$	—	$	—	$	690,000
Private Placement Warrants	$	—	$	—	$	428,760	$	428,760
Total Warrant Liabilities	$	690,000	$	—	$	428,760	$	1,118,760

The Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities on the Balance Sheets. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the Statements of Operations.

Initial Measurement

The Company established the initial fair value for the Public Warrants and the Private Placement Warrants on October 13, 2021, the date of the Company’s Initial Public Offering, using a Monte Carlo simulation model. The Company allocated the proceeds received from (i) the sale of Units (which is inclusive of one share of Class A ordinary share and one-fifth of one Public Warrant), and (ii) the sale of Private Placement Units, first to the Warrants based on their fair values as determined at initial measurement, with the remaining proceeds allocated to shares of Class A ordinary share subject to possible redemption based on their relative fair values at the initial measurement date. The Private Placement Warrants were classified as Level 3 at the initial measurement date due to the use of unobservable inputs. For periods subsequent to the detachment of the Public Warrants from the Units, which occurred on November 29, 2021, the Public Warrants were valued using the instrument’s publicly listed trading price on the NYSE as of the balance sheet date, which is considered to be a Level 1 measurement due to the use of an observable market quote in an active market.

The key inputs into the Monte Carlo simulation model for the Private Placement Warrants were as follows on December 31, 2023, and 2022:


Input	December 31, 2023			December 31, 2022
Share Price	$	10.84		$	10.00
Exercise Price	$	11.50		$	11.50
Risk-free rate of interest	3.78		%	3.91		%
Volatility	2.00		%	4.50		%
Term (years)	5.79			5.29
Probability Weighted Fair Value of Warrants	$	1.60		$	0.06

The Warrants were valued using a Monte Carlo Simulation Model, which is considered to be a Level 3 fair value measurement. The Modified Black Scholes model’s primary unobservable input utilized in determining the fair value of the Warrants is the expected volatility as of the IPO date, which was derived from observable warrant pricing on comparable ‘blank-check’ companies without an identified target. The expected volatility as of subsequent valuation dates was implied from the Company’s own Public Warrant pricing.

The following table presents the changes in the fair value of Level 3 warrant liabilities:


	Private Placement Warrants
Fair value as of December 31, 2022	$	428,760
Change in valuation inputs or other assumptions(1)	$	(285,840)
Fair value as of December 31, 2023	$	142,920

__________________

(1)Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the statements of operations.

Conversion Option Liability

The liability for the conversion option was valued using a Black-Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement. The Black Scholes model’s primary unobservable input utilized in determining the fair value of the conversion option is the expected volatility of the Class A ordinary shares. During the year ended December 31, 2023, there were no changes in the fair value of the conversion option liability. As of December 31, 2023, the fair value of the conversion feature was di minimis.

Note 10 – Fair Value Measurement

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

The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at June 30, 2024, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:


	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	101,592,732	$	-	$	-	$	101,592,732
Liabilities:
Warrant Liabilities:
Public Warrants	$	1,725,000	$	-	$	-	$	1,725,000
Private Placement Warrants	-		-		1,071,900		1,071,900
Total Warrant Liabilities	$	1,725,000	$	-	$	1,071,900	$	2,796,900

The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2023, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:


	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	100,304,232	$	-	$	-	$	100,304,232
Liabilities:
Warrant Liabilities:
Public Warrants	$	230,000	$	-	$	-	$	230,000
Private Placement Warrants	-		-		142,920		142,920
Total Warrant Liabilities	$	230,000	$	-	$	142,920	$	372,920

The Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities on the balance sheets. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the statements of operations.

Initial Measurement

The Company established the initial fair value for the Public Warrants and the Private Placement Warrants on October 13, 2021, the date of the Company’s Initial Public Offering, using a Monte Carlo simulation model. The Company allocated the proceeds received from (i) the sale of Units (which is inclusive of one Class A ordinary share and one-fifth of one Public Warrant), and (ii) the sale of Private Placement Warrants, first to the Warrants based on their fair values as determined at initial measurement, with the remaining proceeds allocated to Class A ordinary shares subject to possible redemption based on their relative fair values at the initial measurement date. The Public Warrants and the Private Placement Warrants were classified as Level 3 at the initial measurement date due to the use of unobservable inputs. For periods subsequent to the detachment of the Public Warrants from the Units, which occurred on November 29, 2021, the Public Warrants were valued using the instrument’s publicly listed trading price on the NYSE as of the balance sheet date, which is considered to be a Level 1 measurement due to the use of an observable market quote in an active market.

The key inputs into the Monte Carlo simulation model for the Private Placement Warrants were as follows on June 30, 2024 and December 31, 2023:


Input	June 30, 2024			December 31, 2023
Share Price	$	10.90		$	10.84
Exercise Price	$	11.50		$	11.50
Risk-free rate of interest	4.24		%	3.78		%
Volatility	3.5		%	2.0		%
Term	5.13			5.79
Fair Value of Warrants	$	0.15		$	0.02

The Warrants were valued using a Monte Carlo Simulation Model, which is considered to be a Level 3 fair value measurement. The Modified Black Scholes model’s primary unobservable input utilized in determining the fair value of the Warrants is the expected volatility as of the closing of the Initial Public Offering, which was derived from observable warrant pricing on comparable ‘blank-check’ companies without an identified target. The expected volatility as of subsequent valuation dates was implied from the Company’s own Public Warrant pricing.

The following table presents the changes in the fair value of Level 3 warrant liabilities:


	Private Warrants
Fair value as of December 31, 2023	$	142,920
Change in fair value(1)	$	214,380
Fair value as of March 31, 2024	$	357,300
Change in fair value	$	714,600
Fair value as of June 30, 2024	$	1,071,900

__________________

(1)Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the statement of operations.

Conversion Option Liability

The liability for the conversion option was valued using a Black-Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement. The Black Scholes model’s primary unobservable input utilized in determining the fair value of the conversion option is the expected volatility of the ordinary shares. During the six months ended June 30, 2024 and 2023, there were no changes in the fair value of the conversion option liability. As of June 30, 2024 and December 31, 2023, the fair value of the conversion feature was de minimis.

- Definition

+ References

+ Details

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Note 16. Subsequent Events The consolidated financial statements and related disclosures include evaluation of events up through and including April 12, 2024, which is the date the consolidated financial statements were available to be issued. During 2024, the Company sold an aggregate of 609,088 of Accelsius Series A Units for aggregate proceeds of approximately $7,416. During 2024, the Company continued to raise additional capital through its Class B Preferred Unit capital raise. The Company received $7,631 in new cash funds and issued 786,711 new Class B Preferred Units at an issuance price of $9.6992 per unit. During 2024, noteholders with principal amount totaling $420 converted their Series 1 promissory notes into an aggregate of 43,303 Class B Preferred Units, based on the Class B Preferred Unit issuance price of $9.6992 per unit. The converting noteholders elected to receive the last interest payment due and waive the prepayment fee, if applicable, in connection with the transaction. During 2024, outstanding Series 1 notes, with outstanding principal amounts of $122, became eligible for extension and the Company elected to extend such notes for an incremental 12-month period. In connection with the contractual extension, the interest rate on the notes reset to 12%. During 2024, Innventure advanced funds in the amount of $1,975 to AeroFlexx. During 2024, two individuals holding equity in the Fund totaling $329 entered into an agreement with the Company and exchanged their equity and additional cash of $121 for 25,775 Class B Preferred Units at an issuance price of $9.6992 and 16,427 Accelsius Series A Units at an issuance price of $12.175. During 2024, the board of directors of Innventure provided written consent approving an increase in the number of Class B Preferred Units authorized under the Company's Fifth Amended and Restated Limited Liability Company Agreement, as amended, from 4,639,577 to 6,722,562. The authorized purchase price per unit remains unchanged at $9.6992. On March 22, 2024, the 2025 Notes with a $6,000 principal balance and $743 of accrued interest were converted into 692,267 Accelsius Series A units at a conversion price of $9.74 per share. The conversion was pursuant to the occurrence of a qualified financing event as described in Note 5. Borrowings with the conversion price reflecting a 20% discount per the conversion terms. Note 15. Subsequent Events The condensed consolidated financial statements and related disclosures include evaluation of events up through and including August 28, 2024, which is the date the condensed consolidated financial statements were available to be issued. Events occurring after June 30, 2024 are: The Company sold 154,003 of Accelsius Series A Units for aggregate proceeds of approximately $1,875. This amount will be reflected in non-controlling interests in the condensed consolidated statements of changes in unitholders' deficit in future periods. The Company continued to receive additional capital through its Class B Preferred Unit capital raise which closed on January 26, 2024. The Company received $2,434 in cash and issued 250,897 new Class B Preferred Units at the issuance price of $9.6992 per share. The Company sold 47,544 PCT shares for aggregate net proceeds of $269. The PCT shares were measured at their fair value immediately prior to the transaction. On July 1, 2024, the Company ("Lender") entered into an intercompany loan agreement with AeroFlexx ("Borrower"). The pre-existing working capital interest-free loans to AeroFlexx, amounting to $7,635 are subject to this agreement as outstanding term loans and will also lend new term loans, up to an aggregate principal amount of $10,000, able to be drawn through the loan maturity date. After any full or partial repayment of the term loans, the borrower may borrow additional funds up to the $10,000 limit until the maturity date. The loan bears interest at the applicable federal rate published by the Internal Revenue Service and is adjusted on a quarterly basis. The term loans and any unpaid accrued interest are required to be repaid by the maturity date, which is the earliest of December 31, 2026 or the date of the sale, transfer or other disposition all of the borrower’s assets or borrower's stock. The Company has an option to convert the outstanding principal amount of the term loans and any unpaid accrued interest into shares or units of next issuance of equity securities by the borrower, at a price equal to 100% of the price per share or unit and same terms and conditions in such issuance. If, by January 1, 2025, the Borrower has not raised equity financing equal to or more than a target of $7,250, then on January 2, 2025, the outstanding principal and any unpaid accrued interest on the Term Loans will automatically convert into Class D preferred units of the borrower at the same price per unit and on the same terms and conditions as the Class D preferred unit of the borrower purchased by lender prior to the date of this loan agreement. The Company lent an additional $350 to AeroFlexx in new term loans pursuant to this agreement. On August 20, 2024, the Company entered into an unsecured short-term promissory note with a related party for $10,000 with an associated $1,000 loan fee which are both due on the earlier of the first business day following closing of the Business Combination or October 15, 2024. On August 20, 2024, the Company signed a non-binding term sheet with a third party lender that would provide the Company with a secured line of credit up to $50,000, available starting at Closing and payable in tranches, with an interest rate of the greater of 13.50% or WSJ prime + 5.00% per annum with repayment terms of up to 36 months. $10,000 penny warrants are also expected to be issued at Closing and represent debt issuance costs. The warrants are expected to be liability classified and are convertible into Holdco common stock. On August 22, 2024, the Company entered into an unsecured short-term promissory note with a related party for $2,000 with an associated interest rate of 11.5% per annum. The loan and associated interest is payable on the earlier of the first business day following closing of the Business Combination or October 15, 2024.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Cash and Cash Equivalents (Details) - Learn CW Investment Corporation - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Cash and Cash Equivalents, at Carrying Value [Abstract]
Cash	$ 205,454	$ 116,234	$ 748,857
Cash equivalents	$ 0	$ 0	$ 0

- Definition

Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Excludes cash and cash equivalents within disposal group and discontinued operation.

+ References + Details

Fair Value - Fair Value Hierarchy (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Assets:
Exchange-traded investments at FVTNI	$ 12,331	$ 9,685	$ 16,841
Liabilities:
Embedded derivative liability	0	1,994	1,641
Related party
Liabilities:
Accounts payable	508	347	580
Quoted Prices in Active Markets for Identical Assets (Level 1)
Assets:
Exchange-traded investments at FVTNI	12,331	9,685	16,841
Liabilities:
Embedded derivative liability		0	0
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Related party
Liabilities:
Accounts payable	508	347	580
Significant Other Observable Inputs (Level 2)
Assets:
Exchange-traded investments at FVTNI	0	0	0
Liabilities:
Embedded derivative liability		0	0
Significant Other Observable Inputs (Level 2) \| Related party
Liabilities:
Accounts payable	0	0	0
Significant Unobservable Inputs (Level 3)
Assets:
Exchange-traded investments at FVTNI	0	0	0
Liabilities:
Embedded derivative liability		1,994	1,641
Significant Unobservable Inputs (Level 3) \| Related party
Liabilities:
Accounts payable	$ 0	$ 0	$ 0

Private Placement (Details) - Private Placement [Member] - Private Placement Warrants [Member] - Learn CW Investment Corporation	Oct. 13, 2021 USD ($) $ / shares shares
Private Placement Warrants [Abstract]
Warrants issued (in shares) \| shares	7,146,000
Share price (in dollars per share) \| $ / shares	$ 1.00
Gross proceeds from private placement \| $	$ 7,146,000

Description of Organization and Business Operations	6 Months Ended
Description of Organization and Business Operations	Jun. 30, 2024
Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Learn CW Investment Corporation (the “Company”) is a blank check company incorporated in the Cayman Islands on February 2, 2021. The Company was formed for the purpose of effectuating a merger, capital share exchange, asset acquisition, share purchase, reorganization, or other similar business combination with one or more businesses (the “Business Combination”). The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of December 31, 2023, the Company had not yet commenced any operations. All activity for the period February 2, 2021 (inception) through December 31, 2023, related to the Company’s formation and the initial public offering (the “Initial Public Offering”), identifying a target for a Business Combination, and activities in connection with the Company’s proposed business combination with Innventure LLC (“Innventure”). 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 and change in fair value of warrant liabilities. The Company has selected December 31 as its fiscal year end. The registration statement for the Company’s Initial Public Offering was declared effective on October 7, 2021. On October 13, 2021, the Company consummated the Initial Public Offering of 23,000,000 units (the “Units”), which included 3,000,000 units issued pursuant to the exercise by the underwriter of its over-allotment option. Each Unit consists of one Class A ordinary share of the Company, $0.0001 par value per share (the “Class A Ordinary Shares”), and one-half of one redeemable warrant of the Company (the “Public Warrants”), each whole Public Warrant entitling the holder thereof to purchase one Class A ordinary share at an exercise price of $11.50 per share. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $230,000,000. Substantially concurrently with the closing of the Initial Public Offering, the Company consummated the sale of 7,146,000 private placement warrants (the “Private Placement Warrants”) to the Company’s sponsor, CWAM LC Sponsor LLC (the “Sponsor”), at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $7,146,000. Following the closing of the IPO on October 13, 2021, an amount of $230,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the Private Placement Units was placed in a trust account (“Trust Account”) until the earlier of: (i) the consummation of a Business Combination or (ii) the distribution of the Trust Account, as described below. Transaction costs of the Initial Public Offering amounted to $13,157,186, consisting of $2,446,000 of underwriting fee, $9,780,500 of deferred underwriting fee and $930,686 of other offering costs, with $781,595 included in accumulated deficit as an allocation for the Public Warrants and the Private Placement Warrants. 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 the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. NYSE rules provide that the Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80% of the balance in the Trust Account (less any deferred underwriting commissions and taxes payable on interest earned on the Trust Account) at the time of the signing of a definitive agreement to enter a Business Combination. At the time of signing the definitive agreement to enter the Business Combination, the Company’s board of directors determined that the target satisfied the NYSE requirements. The post-Business Combination company will own 100% of the outstanding voting securities of the target and will therefore not be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). Upon the closing of the Initial Public Offering, management agreed that $10.00 per Unit sold in the Initial Public Offering, including the proceeds from the sale of the Private Placement Warrants, will be held in the Trust Account until the earlier of: (i) the consummation of a Business Combination or (ii) the distribution of the funds in the Trust Account to the Company’s shareholders, as described below. The Company will provide its public shareholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of the Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. In connection with a proposed Business Combination, the Company may seek shareholder approval of a Business Combination at a meeting called for such purpose at which shareholders may seek to redeem their shares, regardless of whether they vote for or against a Business Combination. If the Company seeks shareholder approval, a majority of the outstanding shares voted are voted in favor of the Business Combination. If the Company seeks shareholder approval of the Business Combination, the Company will proceed with a Business Combination only if the Company receives an ordinary resolution under Cayman Islands law approving a Business Combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company, or such other vote as required by law or stock exchange rule. If a shareholder vote is not required 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 Securities and Exchange Commission (the “SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 5) and any Public Shares purchased during or after the Proposed Public Offering in favor of approving a Business Combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed Business Combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of the Business Combination and the Company does not conduct redemptions pursuant to the tender offer rules, 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% of the Public Shares without the Company’s prior written consent. The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial business combination or to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or (ii) 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 upon approval of any such amendment 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 Trust account and not previously released to pay taxes, divided by the number of then issued and outstanding Class A ordinary shares. On October 11, 2023, the Public Shareholders of the Company held an extraordinary general meeting (the “Meeting”) and approved a proposal to (i) amend the Company’s amended and restated memorandum and articles of association (the “Charter”) to extend to the date by which the Company must consummate an initial business combination (the ‘Extension Amendment Proposal”) from October 13, 2023 to October 13, 2024, by electing to extend the date to consummate an initial business combination on a monthly basis for up to twelve (12) times by an additional one month each time (as extended, the “Extended Date”), unless the closing of an initial business combination has occurred, provided that the Sponsor (or its affiliates or permitted designees) will deposit into the Trust Account for each such one-month extension period the lesser of (x) $150,000 or (y) $0.03 per Public Share that remains outstanding and is not redeemed prior to any such one-month extension, unless the closing of the Business Combination has occurred, which may be made in exchange for a non-interest bearing promissory note payable upon consummation of an initial business combination, (ii) amend the Charter to permit the issuance of Class A ordinary shares to holders of the Class B ordinary shares, upon the exercise of the right of a holder of the Class B ordinary shares to convert such Class B ordinary shares into Class A ordinary shares on a one-for-one basis, at any time and from time to time, prior to the closing of an initial business combination (the “Founder Share Amendment Proposal”), and (iii) amend the Charter to eliminate the limitation that the Company may not redeem Class A ordinary shares in an amount that would cause the Company’s net tangible assets to be less than $5,000,001 (the “Redemption Limitation Proposal”). At the Meeting, the Public Shareholders approved the Extension Amendment Proposal, the Founder Share Amendment Proposal and the Redemption Limitation Proposal. Furthermore, in connection with the Meeting, shareholders holding 13,661,579 Class A ordinary shares exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account. As a result, approximately $145.2 million (based on a redemption price of approximately $10.63 per share) was removed from the Trust Account to pay such holders. On October 24, 2023, the Company entered into a Business Combination Agreement with Learn SPAC HoldCo, Inc., a Delaware corporation and direct, wholly owned subsidiary of the Company (“Holdco”), LCW Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of Holdco (“LCW Merger Sub”), and Innventure Merger Sub, LLC, a Delaware limited liability company and direct, wholly owned subsidiary of Holdco (“Innventure Merger Sub”) and Innventure. Pursuant to the Business Combination Agreement, the parties thereto will enter into a business combination transaction (the “Business Combination” and, together with the other transactions contemplated by thereby, the “Transactions”), pursuant to which, among other things, (i) LCW Merger Sub will merge with and into Learn CW (the “LCW Merger”), with Learn CW being the surviving company, and (ii) Innventure Merger Sub will merge with and into the Company (the “Innventure Merger” and together with the LCW Merger, the “Mergers”), with Innventure being the surviving company. Following the Mergers, each of the Company and Innventure will be a subsidiary of Holdco, and Holdco will become a publicly traded company. At the Closing, Holdco is expected to change its name to Innventure, Inc, and its common stock, par value $0.0001, is expected to list on either the NYSE or Nasdaq. The Company recorded a deferred credit of $400,000 as of December 31, 2023 on our balance sheet which reflects payments received from Innventure for the reimbursement of 50% of certain expenses of the Company by Innventure pursuant to the Business Combination Agreement. The consummation of the proposed Business Combination with Innventure is subject to certain conditions as further described in the Business Combination Agreement. For more information about the Business Combination Agreement and the proposed Business Combination with Innventure, see our Current Report on Form 8-K filed with the SEC on October 24, 2023 and the Innventure Disclosure Statement that we filed with the SEC. Unless specifically stated, this Annual Report on Form 10-K does not give effect to the proposed Transactions and does not contain the risks associated with the proposed Transactions. Such risks and effects relating to the proposed Transactions are included in the Innventure Disclosure Statement relating to our proposed Innventure Business Combination. On April 13, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate its initial business combination to May 13, 2024. If the Company has not completed a Business Combination by May 13, 2024 and the Company decides not to extend the period of time to consummate a Business Combination, 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 100% of the Class A ordinary shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned and not previously released to us to pay our taxes, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding Class A ordinary shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining Public Shareholders and its Board of Directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless if the Company fails to complete a Business Combination within the Combination Period. The Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $10.00 per public share and (2) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per public share, due to reductions in the value of trust assets, in each case net of the interest that may be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriter of the Proposed Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). 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 (other than the Company’s independent registered public accounting firm), prospective target 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, Capital Resources and Going Concern As of December 31, 2023, the Company had $100,304,232 cash held in the Trust Account and $116,234 held outside of the Trust Account. Subsequent to the consummation of the Initial Public Offering and Private Placement, the Company’s liquidity needs have been satisfied from the proceeds from the Initial Public Offering and Private Placement not held in the Trust Account. The Company’s Sponsor has undertaken to fund working capital deficiencies of the Company and finance transaction costs in connection with an initial business combination of the Company by means of Company working capital loans, as defined below (see Note 5). On May 3, 2022, the Company entered into a promissory note with the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate amount of $1,050,000 which the Company drew down in full on May 5, 2022. This note is non-interest bearing and is due on the earlier of the day by which the Company must complete a Business Combination, and the effective date of a Business Combination. On December, 29, 2023, the Company and the Sponsor amended and restated the promissory note (the “First Restated Note”), agreeing to amend the principal amount of the loan of up to $2,487,000. On March 19, 2024, the Company and the Sponsor further amended and restated the First Restated Note (the “Restated Note”), agreeing to amend the principal amount of the loan of up to $3,050,000, which was fully drawn as of such date. The outstanding balance under this loan amounted to $2,439,000 as of December 31, 2023 and $1,050,000 as of December 31, 2022. Management determined that there was an embedded conversion feature related to the note that would require bifurcation and be classified as a liability. However, based on a third-party valuation, the amount was determined to be de minimis. During the year ended December 31, 2023, the Company has sustained negative cash flows from operations and expects to continue to incur negative cash flows from operations for at least the next twelve months from the filing of this report. In connection with the Company’s assessment of going concern considerations in accordance with the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company has until the Extended Date to consummate the proposed Business Combination. It is uncertain that the Company will be able to consummate the proposed Business Combination by this time. On April 13, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate its initial business combination to May 13, 2024. If a business combination is not consummated by this date, absent any further extensions, there will be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the mandatory liquidation, should a business combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern for the next twelve months from the issuance of this filing. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after October 13, 2024 or earlier if the period of time the Company has to consummate its initial business combination is not extended on a monthly basis. The Company intends to complete the proposed Business Combination before the mandatory liquidation date. However, there can be no assurance that the Company will be able to consummate any business combination by the Extended Date. The Company’s evaluation of its working capital, along with, the liquidity condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern one year from the date that these financial statements are issued. These financial statements do not include any adjustment 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. Note 1 – Description of Organization and Business Operations Learn CW Investment Corporation (the “Company”) is a blank check company incorporated in the Cayman Islands on February 2, 2021. The Company was formed for the purpose of effectuating a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses (an “initial business combination”). The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of June 30, 2024, the Company had not yet commenced any operations. All activity through June 30, 2024 relates to the Company’s formation, the initial public offering (the “Initial Public Offering”), identifying a target for an initial business combination, executing agreements, including without limitation the Business Combination Agreement (the “Business Combination Agreement”) entered into on October 24, 2023 with Learn SPAC HoldCo, Inc., a Delaware corporation and direct, wholly owned subsidiary of the Company (“Holdco”), LCW Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of Holdco (“LCW Merger Sub”), Innventure Merger Sub, LLC, a Delaware limited liability company and direct, wholly owned subsidiary of Holdco (“Innventure Merger Sub”) and Innventure LLC, a Delaware limited liability company (“Innventure”). The Business Combination Agreement related to the proposed business combination transaction with Innventure (the “Business Combination” and, together with the other transactions contemplated by thereby, the “Transactions”), and public filings associated therewith. 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 registration statement for the Company’s Initial Public Offering was declared effective on October 7, 2021. On October 13, 2021, the Company consummated the Initial Public Offering of 23,000,000 units (the “Units”), which included 3,000,000 Units issued pursuant to the exercise by the underwriter of its over-allotment option. Each Unit consists of one Class A ordinary share of the Company, $0.0001 par value per share (the “Class A ordinary shares”), and one-half of one redeemable warrant of the Company (the “Public Warrants”), each whole Public Warrant entitling the holder thereof to purchase one Class A ordinary share at an exercise price of $11.50 per share. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $230,000,000. Substantially concurrently with the closing of the Initial Public Offering, the Company completed the private sale of 7,146,000 warrants (the “Private Placement Warrants” and, together with the Public Warrants, the “Warrants”) to the Company’s sponsor, CWAM LC Sponsor LLC (the “Sponsor”), at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $7,146,000. Following the closing of the Initial Public Offering on October 13, 2021, an amount of $232,300,000 ($10.10 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the Private Placement Warrants was placed in a trust account (“Trust Account”), to be held until the earlier of: (i) the consummation of an initial business combination or (ii) the distribution of the Trust Account, as described below. The amounts held in the Trust Account were initially invested in permitted United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act, having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act that invest only in direct U.S. government treasury obligations until October 2023, when the trustee liquidated such investments and the assets in the Trust Account were held in cash accounts. In May 2024, the assets in the Trust Account were moved to an interest-bearing demand deposit account. Transaction costs of the Initial Public Offering amounted to $13,157,186, consisting of $2,446,000 of underwriting fee, $9,780,500 of deferred underwriting fee and $930,686 of other offering costs, with $781,595 included in accumulated deficit as an allocation for the Public Warrants and the Private Placement Warrants. 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 the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating an initial business combination. New York Stock Exchange (“NYSE”) rules provide that an initial business combination must be with one or more target businesses that together have a fair market value equal to at least 80% of the balance in the Trust Account (as defined below) (less any deferred underwriting commissions and taxes payable on interest earned on the Trust Account) at the time of the signing of a definitive agreement to enter an initial business combination. There is no assurance that the Company will be able to successfully effect an initial business combination. The Company will provide its holders of Public Shares (the “public shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of an initial business combination either (i) in connection with a shareholder meeting of the Company called to approve an initial business combination or (ii) by means of a tender offer. In connection with a proposed initial business combination, the Company may seek shareholder approval of such business combination at a meeting called for such purpose at which shareholders may seek to redeem their shares, regardless of whether they vote for or against such business combination. If the Company seeks shareholder approval of an initial business combination, the Company will proceed with such business combination only if the Company receives an ordinary resolution under Cayman Islands law approving such business combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company, or such other vote as required by law or stock exchange rule. If a shareholder vote is not required 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 (the “Charter”), conduct the redemptions pursuant to the tender offer rules of the Securities and Exchange Commission (the “SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing an initial business combination. If the Company seeks shareholder approval in connection with an initial business combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 5) and any Public Shares purchased during or after the Proposed Public Offering in favor of approving such business combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed initial business combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of an initial business combination and the Company does not conduct redemptions pursuant to the tender offer rules, 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% of the Public Shares without the Company’s prior written consent. The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of an initial business combination and (b) not to propose an amendment to the Charter (i) to modify the substance or timing of the Company’s obligation to allow redemption in connection with an initial business combination or to redeem 100% of the Public Shares if the Company does not complete an initial business combination by the Extended Date (as defined below) or (ii) 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 upon approval of any such amendment 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 Trust account and not previously released to pay taxes, divided by the number of then issued and outstanding Class A ordinary shares. On October 11, 2023, the Public Shareholders of the Company held an extraordinary general meeting (the “Meeting”) and approved a proposal to (i) amend the Charter to extend to the date by which the Company must consummate an initial business combination (the “Extension Amendment Proposal”) from October 13, 2023 to October 13, 2024, by electing to extend the date to consummate an initial business combination on a monthly basis for up to twelve (12) times by an additional one month each time (as extended, the “Extended Date”), unless the closing of an initial business combination has occurred, provided that the Sponsor (or its affiliates or permitted designees) will deposit into the Trust Account for each such one-month extension period the lesser of (x) $150,000 or (y) $0.03 per Public Share that remains outstanding and is not redeemed prior to any such one-month extension, unless the closing of an initial business combination has occurred, which may be made in exchange for a non-interest bearing promissory note payable upon consummation of an initial business combination, (ii) amend the Charter to permit the issuance of Class A ordinary shares to holders of the Class B ordinary shares, $0.0001 par value per share (the “Class B ordinary shares”), upon the exercise of the right of a holder of the Class B ordinary shares to convert such Class B ordinary shares into Class A ordinary shares on a one-for-one basis, at any time and from time to time, prior to the closing of an initial business combination (the “Founder Share Amendment Proposal”), and (iii) amend the Charter to eliminate the limitation that the Company may not redeem Class A ordinary shares in an amount that would cause the Company’s net tangible assets to be less than $5,000,001 (the “Redemption Limitation Proposal”). At the Meeting, the Public Shareholders approved the Extension Amendment Proposal, the Founder Share Amendment Proposal and the Redemption Limitation Proposal. Furthermore, in connection with the Meeting, shareholders holding 13,661,579 Class A ordinary shares exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account. As a result, approximately $145.2 million (based on a redemption price of approximately $10.63 per share) was removed from the Trust Account to pay such holders. On October 24, 2023, the Company entered into the Business Combination Agreement with Holdco, LCW Merger Sub, Innventure Merger Sub and Innventure, pursuant to which the parties thereto will enter into the Business Combination, pursuant to which, among other things, (i) LCW Merger Sub will merge with and into the Company (the “LCW Merger”), with the Company being the surviving company, and (ii) Innventure Merger Sub will merge with and into Innventure (the “Innventure Merger” and together with the LCW Merger, the “Mergers”), with Innventure being the surviving company. Following the Mergers, each of the Company and Innventure will be a subsidiary of Holdco, and Holdco will become a publicly traded company. At the closing of the Business Combination, Holdco is expected to change its name to Innventure, Inc., and its common stock, par value $0.0001, is expected to list on Nasdaq. The Company recorded a deferred credit of $586,918 as of June 30, 2024, on its balance sheet which reflects payments received from Innventure for the reimbursement of 50% of certain expenses of the Company by Innventure pursuant to the Business Combination Agreement. The consummation of the proposed Business Combination with Innventure is subject to certain conditions as further described in the Business Combination Agreement. On August 12, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate an initial business combination to September 13, 2024. If the Company has not completed an initial business combination by September 13, 2024 and the Company decides not to extend the period of time to consummate an initial business combination, 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 100% of the Class A ordinary shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned and not previously released to the Company to pay its taxes, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding Class A ordinary shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining Public Shareholders and its board of directors (the “Board”), liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to the Company’s Public Warrants, which will expire worthless if the Company fails to complete an initial business combination by the Extended Date. The Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete an initial business combination by the Extended Date. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete an initial business combination by the Extended Date. In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $10.00 per public share and (2) the actual amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per public share, due to reductions in the value of trust assets, in each case net of the interest that may be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriter of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). 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 (other than the Company’s independent registered public accounting firm), prospective target 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, Capital Resources and Going Concern As of June 30, 2024 and December 31, 2023, the Company had cash of $205,454 and $116,234 held outside of the Trust Account, respectively. The Company intends to use substantially all of the funds held the Trust Account. To the extent that its shares or debt are used, in whole or in part, as consideration to complete its initial business combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the post-business combination entity, make other acquisitions and pursue the Company’s growth strategies. On May 3, 2022, the Company entered into a promissory note with the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate amount of $1,050,000 which the Company drew down in full on May 5, 2022. This note is non-interest bearing and is due on the earlier of the day by which the Company must complete an initial business combination, and the effective date of such business combination. On December 29, 2023, the Company and the Sponsor amended and restated the promissory note (the “First Restated Note”), agreeing to amend the principal amount of the loan of up to $2,487,000. On March 19, 2024, the Company and the Sponsor further amended and restated the First Restated Note (the “Second Restated Note”), agreeing to amend the principal amount of the loan of up to $3,050,000. On June 28, 2024, the Company and the Sponsor further amended and restated the Second Restated Note (the “Third Restated Note” and, as may be further amended and restated, the “Note”), agreeing to amend the principal amount of the loan of up to $3,800,000, which was fully drawn as of such date. The outstanding balance under this loan amounted to $3,800,000 as of June 30, 2024. Management determined that there was an embedded conversion feature related to the Note that would require bifurcation and be classified as a liability. However, based on a third-party valuation, the amount was determined to be de minimis. During the quarter ended June 30, 2024, the Company sustained negative cash flows from operations and expects to continue to incur negative cash flows from operations for at least the next twelve months from the filing of this report. In connection with the Company’s assessment of going concern considerations in accordance with the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company has until the Extended Date to consummate the proposed Business Combination. It is uncertain that the Company will be able to consummate the proposed Business Combination by this time. On August 12, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate an initial business combination to September 13, 2024. If an initial business combination is not consummated by this date, absent any further extensions, there will be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the mandatory liquidation, should an initial business combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern for the next twelve months from the issuance of this filing. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after October 13, 2024 or earlier if the period of time the Company has to consummate an initial business combination is not extended on a monthly basis. The Company intends to complete the proposed Business Combination before the mandatory liquidation date. However, there can be no assurance that the Company will be able to consummate any business combination by the Extended Date. The Company’s evaluation of its working capital, along with, the liquidity condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern one year from the date that these unaudited condensed financial statements are issued. These unaudited condensed financial statements do not include any adjustment 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.

FAIR VALUE MEASUREMENTS, Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Learn CW Investment Corporation - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Liabilities:
Warrant liabilities	$ 2,796,900	$ 372,920	$ 1,118,760
Fair Value, Recurring [Member]
Assets:
Assets Held in Trust	101,592,732	100,304,232	235,578,275
Liabilities:
Warrant liabilities	2,796,900	372,920	1,118,760
Fair Value, Recurring [Member] \| Public Warrants [Member]
Liabilities:
Warrant liabilities	1,725,000	230,000	690,000
Fair Value, Recurring [Member] \| Private Placement Warrants [Member]
Liabilities:
Warrant liabilities	1,071,900	142,920	428,760
Fair Value, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Assets:
Assets Held in Trust	101,592,732	100,304,232	235,578,275
Liabilities:
Warrant liabilities	1,725,000	230,000	690,000
Fair Value, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1) \| Public Warrants [Member]
Liabilities:
Warrant liabilities	1,725,000	230,000	690,000
Fair Value, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1) \| Private Placement Warrants [Member]
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Other Observable Inputs (Level 2)
Assets:
Assets Held in Trust	0	0	0
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Other Observable Inputs (Level 2) \| Public Warrants [Member]
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Other Observable Inputs (Level 2) \| Private Placement Warrants [Member]
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Unobservable Inputs (Level 3)
Assets:
Assets Held in Trust	0	0	0
Liabilities:
Warrant liabilities	1,071,900	142,920	428,760
Fair Value, Recurring [Member] \| Significant Unobservable Inputs (Level 3) \| Public Warrants [Member]
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Unobservable Inputs (Level 3) \| Private Placement Warrants [Member]
Liabilities:
Warrant liabilities	$ 1,071,900	$ 142,920	$ 428,760

Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Held in escrow
Cash and Cash Equivalents [Line Items]
Restricted cash	$ 100	$ 0
Compensating balances
Cash and Cash Equivalents [Line Items]
Restricted cash	$ 300	$ 0

Class A Ordinary Shares Subject to Possible Redemption	6 Months Ended
Class A Ordinary Shares Subject to Possible Redemption	Jun. 30, 2024
Learn CW Investment Corporation
Temporary Equity [Line Items]
CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION	NOTE 8. CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION 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 future events. The Company is authorized to issue 200,000,000 shares of Class A ordinary shares with a par value $0.0001 per share. Holders of the Company’s Class A ordinary shares are entitled to one vote for each share. As of December 31, 2023, and 2022, there were 9,338,421 and 23,000,000 Class A ordinary shares outstanding, respectively, which were subject to possible redemption and are classified outside of permanent equity in the balance sheets. On October 11, 2023, the Public Shareholders of the Company held the Meeting to approve the Extension Amendment Proposal, the Founder Share Amendment Proposal, and the Redemption Limitation Proposal. At the Meeting, the Public Shareholders approved each of the Extension Amendment Proposal, the Founder Share Amendment Proposal, and the Redemption Limitation Proposal. In connection with the Meeting, shareholders holding 13,661,579 Class A ordinary shares (after giving effect to withdrawals of redemptions) exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account. As a result, approximately $145.2 million (approximately $10.63 per share) was removed from the Trust Account to pay such holders. Following these redemptions, the Company had 9,338,421 Class A ordinary shares outstanding. Following the redemptions, the Company recorded shareholder redemption payable for additional interest earned by redeeming Class A Ordinary shareholders that exercised their redemption rights in the amount of $249,339, which equates to approximately $0.018 per Class A Ordinary Share. As of the date of this report, this amount remains outstanding and the Company is in the process of remitting the additional interest to such redeeming Class A Ordinary shareholders. Note 8 – Class A Ordinary Shares Subject to Possible Redemption 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 future events. The Company is authorized to issue 200,000,000 Class A ordinary shares with a par value $0.0001 per share. Holders of the Company’s Class A ordinary shares are entitled to one vote for each share. On October 11, 2023, the Public Shareholders of the Company held the Meeting to approve the Extension Amendment Proposal, the Founder Share Amendment Proposal, and the Redemption Limitation Proposal. At the Meeting, the Public Shareholders approved each of the Extension Amendment Proposal, the Founder Share Amendment Proposal, and the Redemption Limitation Proposal. In connection with the Meeting, shareholders holding 13,661,579 Class A ordinary shares (after giving effect to withdrawals of redemptions) exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account. As a result, approximately $145.2 million (approximately $10.63 per share) was removed from the Trust Account to pay such holders. Following these redemptions, the Company had 9,338,421 Class A ordinary shares outstanding. Following the redemptions, the Company recorded shareholder redemption payable for additional interest earned by redeeming holders of Class A ordinary shares that exercised their redemption rights in the amount of $249,339, which equates to approximately $0.018 per Class A ordinary share. During the three months ended June 30, 2024, the Company remitted the additional interest to such redeeming holders of Class A ordinary shares. As of June 30, 2024 and December 31, 2023, there were 9,338,421 Class A ordinary shares outstanding which were subject to possible redemption and are classified outside of permanent equity in the balance sheets.

RELATED PARTY TRANSACTIONS, Related Party Loans (Details) - Learn CW Investment Corporation - USD ($)		6 Months Ended		12 Months Ended
	May 05, 2022	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Jul. 19, 2026	Jun. 28, 2024	Mar. 19, 2024	Dec. 29, 2023
Related Party Transactions [Abstract]
Proceeds from convertible promissory note – related party		$ 1,734,192	$ 0	$ 1,445,000	$ 1,050,000
Investor [Member] \| Working Capital Loans [Member]
Related Party Transactions [Abstract]
Maximum amount of convertible loans							$ 3,800,000	$ 3,050,000	$ 2,487,000
Proceeds from convertible promissory note – related party	$ 1,050,000
Outstanding loan amount		$ 3,800,000		2,439,000	$ 1,050,000
Investor [Member] \| Working Capital Loans [Member] \| Subsequent event
Related Party Transactions [Abstract]
Maximum amount of convertible loans						$ 3,050,000		3,050,000
Outstanding loan amount								$ 3,050,000
Related party \| Working Capital Loans [Member]
Related Party Transactions [Abstract]
Maximum amount of convertible loans				$ 1,500,000
Unit price for notes converted (in usd per share)		$ 1.00		$ 1.00

RELATED PARTY TRANSACTIONS	6 Months Ended
RELATED PARTY TRANSACTIONS	Jun. 30, 2024
Related Party Transaction [Line Items]
Related Party Transactions	Note 13. Related Party Transactions The Company’s former Chief Financial Officer is a significant shareholder of an investor in $500 of Series 2 notes. The Series 2 notes were fully repaid in cash during the year ended December 31, 2022. As more fully described in Note 5. Borrowings, the Company has various notes with affiliates. The Innventure1 related party notes had no stated interest or maturity prior to their extinguishment during 2023. In addition, the Company issued a convertible promissory note to the Fund (the 2025 Convertible Promissory Note - Related Party). The Company also issued a related party note for $1,000 that has no stated interest or maturity. Transactions with Innventure1 A portion of PCT common stock subject to lock-up was released during 2022. Innventure1 elected to contribute in-kind a portion of its PCT common stock in exchange for Class B-1 Preferred Units. As a result, 342,608 Class B-1 Preferred Units were issued for $3,323. In 2022, Innventure1 assigned its ownership interest in a portion of the Company’s PCT common stock to third-party investors. The Company recorded a liability of $105 in related party payables in the consolidated balance sheets to account for the contractual obligation to deliver the PCT common stock to those third-party investors, who are related parties of Innventure1 and are considered related parties to the Company. Distributions of PCT common stock were made to third-party investors in 2022 totaling $34 and the liability was subsequently revalued as of December 31, 2022 to $89 and then to $53 on December 31, 2023. The change in value was included in net gain on investments - due to related parties in the consolidated statements of operations. Transactions with the Fund In the normal course of business, the Company advances certain expenses on behalf of the Fund. Certain expenses paid by the Company, which meet certain criteria, are reimbursed to the Company by the Fund. Amounts paid by the Company not reimbursed by the Fund totaled $48 and $176 for the years ended December 31, 2023 and 2022, respectively. There was a receivable of $2 as of December 31, 2023 and 2022, related to those expenses included in due from related parties in the consolidated balance sheets. As more fully described in Note 2. Accounting Policies, the Company earns a 1-2% management fee for administrative, finance and accounting, and other back-office functions from the Fund. Management fees earned from the unconsolidated Fund totaled $789 for the years ended December 31, 2023 and 2022, which is recorded as management fee income - related party in the consolidated statements of operations. In March 2021, the Company entered into a purchase option agreement with the Fund, a related party, to sell 145,161 shares of PCT common stock with an exercise price of $1. The option period would have expired on July 22, 2024 and the Company measured the derivative liability at fair value, as further described in Note 4. Fair Value. The option was exercised in March 2022 and the shares are subject to the lock-up provisions. The liability due to the Fund as of December 31, 2023 and 2022 was $294 and $491, respectively, and included in related party payables in the consolidated balance sheets. During 2023, the Company also sold 23,712 of Accelsius Class A Series 2 Units to the Fund for aggregate proceeds of approximately $104. In 2022, the Company sold 71,136 of Accelsius Class A Series 2 Units to the Fund for aggregate proceeds of approximately $313. These amount is reflected in non-controlling interests in the consolidated statements of changes in unitholders' deficit. Transactions with AeroFlexx In the normal course of business, the Company advances certain expenses on behalf of AeroFlexx. Amounts paid by the Company that were reimbursed by AeroFlexx totaled $128 and $299 for the years ended December 31, 2023 and 2022, respectively. There was a receivable of $— and $13 as of December 31, 2023 and 2022, respectively, related to those expenses included in due from related parties in the consolidated balance sheets. In May 2023, the Company made a $2,000 investment in AeroFlexx in exchange for Class D preferred units. The Company recognizes the investment in accordance with the equity-method (see Note 3. Investments). In addition, during the fourth quarter of 2023, Innventure made five separate working capital advances to AeroFlexx for a total of $2,600 which is presented within "Due from related parties" in the consolidated balance sheets. Transactions in PCT stock with related parties During 2022, the Company distributed shares of PCT's common stock to the holders of Class PCTA Units, along with other individuals as agreed-upon and directed by Innventure1, once shares were no longer subject to lock-up. Each distribution was considered a redemption of the owners’ interest in Class PCTA Units and the Company recorded a $14,077 realized gain in the consolidated statements of operations for the year ended December 31, 2022 as a result of this transaction. No such shares of PCT's common stock were distributed by the Company during 2023. Note 12. Related Party Transactions As more fully described in Note 5. Borrowings, the Company has various notes with affiliates. The Company had a convertible promissory note to the Fund as part of the 2025 Notes which was converted during the six months ended June 30, 2024. The Company also has a related party note for $1,000 that had no stated interest or maturity at issuance. The Company formally came to terms on the related party note by executing an unsecured promissory note with the related party on May 2, 2024. As per the terms of the executed agreement, the note matures on December 21, 2024. Upon maturity, the Company is required to repay the outstanding principal amount of $1,000 and a loan fee equal to approximately $63. There is no stated interest as per the terms of the executed agreement but it provides for interest at the rate of 8% per annum on the outstanding amount from the maturity date if the Company fails to pay any amount due on the maturity date. Transactions with Innventure1 The related party liability established in connection with the ownership interest in the Company's PCT common stock assigned by Innventure1 to investors which are considered related parties of the Company was revalued to $78 and $53 as of June 30, 2024 and December 31, 2023, respectively. The change in value was included in Net (loss) gain on investments – due to related parties in the condensed consolidated statements of operations. Transactions with the Fund In the normal course of business, the Company advances certain expenses on behalf of the Fund. Expenses which meet certain criteria are reimbursed to the Company by the Fund. Amounts paid by the Company not reimbursed by the Fund totaled $35 and $9 for the six months ended June 30, 2024 and 2023, respectively. There was a receivable of $4 and $2 as of June 30, 2024 and December 31, 2023, respectively, related to those expenses included in Due from related parties in the condensed consolidated balance sheets. The Company earns a 1-2% management fee for administrative, finance and accounting, and other back-office functions from the Fund. Management fees earned from the Fund totaled $393 and $394 for the six months ended June 30, 2024 and 2023, which is recorded as Management fee income - related parties in the condensed consolidated statements of operations. In March 2021, the Company entered into a purchase option agreement with the Fund, a related party, to sell 145,161 shares of PCT common stock with an exercise price of $1. The option period would have expired on July 22, 2024 and the Company measured the derivative liability at fair value. The option was exercised in March 2022 and the shares are subject to the lock-up provisions. The liability due to the Fund as of June 30, 2024 and December 31, 2023 was $430 and $294, respectively, and is included in Related party payables in the condensed consolidated balance sheets. During the six months ended June 30, 2023, the Company sold 23,712 of Accelsius Class A Units to the Fund for aggregate proceeds of approximately $104. This amount is reflected in non-controlling interests in the condensed consolidated statements of changes in unitholders' deficit. Transactions with AeroFlexx In the normal course of business, the Company advances certain expenses on behalf of AeroFlexx. Amounts paid by the Company that were reimbursed by AeroFlexx totaled $12 and $58 for the six months ended June 30, 2024 and 2023, respectively. There was a receivable of $43 and $— as of June 30, 2024 and December 31, 2023, respectively, related to those expenses included in Due from related parties in the condensed consolidated balance sheets. As of June 30, 2024 and December 31, 2023, the Company had $7,635 and $2,600 of advances to Aeroflexx which is included in Due from related parties in the condensed consolidated balance sheets. The advances have no stated interest or maturity date but are expected to be repaid within a year.
Learn CW Investment Corporation
Related Party Transaction [Line Items]
Related Party Transactions	NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares On February 2, 2021, in consideration for the payment of certain of the Company’s offering costs, the Company applied $25,000 of outstanding advances from the Sponsor towards the issuance of 7,187,000 shares of the Company’s Class B ordinary shares. On August 20, 2021 and September 9, 2021, the Sponsor effected a surrender of 1,287,000 Class B ordinary shares and 150,000 Class B ordinary shares, respectively, to the Company for no consideration, resulting in a decrease in the total number of Class B ordinary shares outstanding from 7,187,000 to 5,750,000. All shares and associated amounts have been retroactively restated to reflect the share surrender. The initial shareholders agreed to forfeit up to 750,000 Founder Shares to the extent the over-allotment was not exercised in full by the underwriter. In May 2021, our sponsor transferred 30,000 founder shares to each of our independent directors at the same price originally paid for such shares. On October 13, 2021, the underwriter exercised the full over-allotment option. The Sponsor has agreed not to transfer, assign or sell any of its Founder Shares until the earlier to occur of: (A) one year after the completion of a Business Combination or (B) the date on which the Company completes a liquidation, merger, capital stock exchange or similar transaction that results in the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property. Notwithstanding the foregoing, if the last sale price of the Company’s Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Business Combination, the Founder Shares will be released from the lock-up. Promissory Note — Related Party Related Party Loans In order to finance transaction costs in connection with a Business Combination, the sponsor, an affiliate of the sponsor, or the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (the “Working Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of notes may be converted upon consummation of a Business Combination into warrants at a price of $1.00 per warrant. The warrants will be identical to the Private Placement Warrants. 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. On May 3, 2022, the Company entered into a promissory note with the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate amount of $1,050,000 which the Company drew down in full on May 5, 2022. This note is non-interest bearing and is due on the earlier of the day by which the Company must complete a Business Combination, and the effective date of a Business Combination. On December, 29, 2023, the Company and the Sponsor amended and restated the promissory note, agreeing to amend the principal amount of the loan of up to $2,487,000. On March 19, 2024, the Company and the Sponsor further amended and restated the First Restated Note, agreeing to amend the principal amount of the loan of up to $3,050,000, which was fully drawn as of such date. The outstanding balance under this loan amounted to $2,439,000 as of December 31, 2023 and $1,050,000 as of December 31, 2022. Management determined that there was an embedded conversion feature related to the note that would require bifurcation and be classified as a liability. However, based on a third-party valuation, the amount was determined to be de minimis. Note 5 – Related Party Transactions Founder Shares On February 2, 2021, in consideration for the payment of certain of the Company’s offering costs, the Company applied $25,000 of outstanding advances from the Sponsor towards the issuance of 7,187,000 Class B ordinary shares. On August 20, 2021, and September 9, 2021, the Sponsor effected a surrender of 1,287,000 Class B ordinary shares and 150,000 Class B ordinary shares, respectively, to the Company for no consideration, resulting in a decrease in the total number of Class B ordinary shares outstanding from 7,187,000 to 5,750,000. All shares and associated amounts have been retroactively restated to reflect the share surrender. The initial shareholders agreed to forfeit up to 750,000 Founder Shares to the extent the over-allotment was not exercised in full by the underwriter. In May 2021, the Sponsor transferred 30,000 Founder Shares to each of the Company’s independent directors at the same price originally paid for such shares. On October 13, 2021, the underwriter exercised the full over-allotment option. The Sponsor has agreed not to transfer, assign or sell any of its Founder Shares until the earlier to occur of: (A) one year after the completion of an initial business combination or (B) the date on which the Company completes a liquidation, merger, capital stock exchange or similar transaction that results in the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property. Notwithstanding the foregoing, if the last sale price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after an initial business combination, the Founder Shares will be released from the lock-up. Related Party Loans In order to finance transaction costs in connection with an initial business combination, the Sponsor, an affiliate of the Sponsor, or the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (the “Working Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes would either be repaid upon consummation of an initial business combination, without interest, or, at the lender’s discretion, up to $1,500,000 of notes may be converted upon consummation of an initial business combination into warrants at a price of $1.00 per warrant. The warrants will be identical to the Private Placement Warrants. 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. On May 3, 2022, the Company entered into a promissory note with the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate amount of $1,050,000 which the Company drew down in full on May 5, 2022. This note is non-interest bearing and is due on the earlier of the day by which the Company must complete an initial business combination, and the effective date of such business combination. On December 29, 2023, the Company and the Sponsor entered into the First Restated Note, agreeing to amend the principal amount of the loan of up to $2,487,000. On March 19, 2024, the Company and the Sponsor entered into the Second Restated Note, agreeing to amend the principal amount of the loan of up to $3,050,000. On June 28, 2024, the Company and the Sponsor entered into the Third Restated Note, agreeing to amend the principal amount of the loan of up to $3,800,000, which was fully drawn as of such date. The outstanding balance under this loan amounted to $3,800,000 as of June 30, 2024 and $2,439,000 as of December 31, 2023. Management determined that there was an embedded conversion feature related to the Note that would require bifurcation and be classified as a liability. However, based on a third-party valuation, the amount was determined to be de minimis.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(c))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(e))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-6

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

+ Details

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Jun. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Assets
Cash, cash equivalents and restricted cash	$ 2,081	$ 2,575	$ 3,230	$ 7,544	$ 4,339
Prepaid expenses and other current assets	1,797	487		257
Due from related parties	7,681	2,602		14
Total Current Assets	12,221	5,664		7,815
Investments	17,925	14,167		19,825
Property, plant and equipment, net	1,274	637		0
Other assets	972	1,096		339
Total Assets	32,392	21,564		27,979
Liabilities and Unitholders’ Capital
Accrued employee benefits	6,582	3,779		598
Accrued expenses	1,709	1,009		294
Patent installment payable - current	525	775		250
Other current liabilities	286	253		66
Total Current Liabilities	14,632	8,168		4,322
Notes payable, net of current portion	403	999		801
Embedded derivative liability	0	1,994		1,641
Patent installment payable, net of current	13,075	13,075		13,600
Other liabilities	577	683		295
Total Liabilities	28,687	29,420		23,306
Commitments and Contingencies
Mezzanine Capital
Redeemable Units	15,407	10,630	23,908	15,866	41,255
Unitholders' Deficit
Accumulated deficit	(81,568)	(64,284)		(38,564)
Non-controlling interest	15,113	1,559		656
Total Unitholders’ Deficit	(11,702)	(18,486)	(14,388)	(11,193)	(4,584)
Total Liabilities, Mezzanine Capital, and Unitholders' Deficit	32,392	21,564		27,979
Redeemable Class I Units
Mezzanine Capital
Redeemable Units	4,126	2,912	3,538	2,984	4,530
Redeemable Class PCTA Units
Mezzanine Capital
Redeemable Units	11,281	7,718	$ 20,370	12,882	$ 36,725
Class B Preferred Units
Unitholders' Deficit
Preferred Units	48,540	38,122		20,803
Class B-1 Preferred Units
Unitholders' Deficit
Preferred Units	3,323	3,323		3,323
Class A Units
Unitholders' Deficit
Common Units	1,950	1,950		1,950
Class C Units
Unitholders' Deficit
Common Units	940	844		639
Nonrelated party
Liabilities and Unitholders’ Capital
Accounts payable	3,250	93		84
Notes payable - current	772	912		1,949
Convertible promissory note, net	0	1,120		0
Related party
Liabilities and Unitholders’ Capital
Accounts payable	508	347		580
Notes payable - current	1,000	1,000		501
Convertible promissory note, net	$ 0	$ 3,381		$ 2,647

Fair Value - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
Fair Value - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net change in fair value included in earnings	$ (766)	$ 107
Convertible debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of notes	$ 4,501	$ 2,647

- Definition

Fair value portion of debt instrument payable, including, but not limited to, notes payable and loans payable.

+ References

+ Details

CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION	6 Months Ended
CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION	Jun. 30, 2024
Learn CW Investment Corporation
Temporary Equity [Line Items]
CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION	NOTE 8. CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION 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 future events. The Company is authorized to issue 200,000,000 shares of Class A ordinary shares with a par value $0.0001 per share. Holders of the Company’s Class A ordinary shares are entitled to one vote for each share. As of December 31, 2023, and 2022, there were 9,338,421 and 23,000,000 Class A ordinary shares outstanding, respectively, which were subject to possible redemption and are classified outside of permanent equity in the balance sheets. On October 11, 2023, the Public Shareholders of the Company held the Meeting to approve the Extension Amendment Proposal, the Founder Share Amendment Proposal, and the Redemption Limitation Proposal. At the Meeting, the Public Shareholders approved each of the Extension Amendment Proposal, the Founder Share Amendment Proposal, and the Redemption Limitation Proposal. In connection with the Meeting, shareholders holding 13,661,579 Class A ordinary shares (after giving effect to withdrawals of redemptions) exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account. As a result, approximately $145.2 million (approximately $10.63 per share) was removed from the Trust Account to pay such holders. Following these redemptions, the Company had 9,338,421 Class A ordinary shares outstanding. Following the redemptions, the Company recorded shareholder redemption payable for additional interest earned by redeeming Class A Ordinary shareholders that exercised their redemption rights in the amount of $249,339, which equates to approximately $0.018 per Class A Ordinary Share. As of the date of this report, this amount remains outstanding and the Company is in the process of remitting the additional interest to such redeeming Class A Ordinary shareholders. Note 8 – Class A Ordinary Shares Subject to Possible Redemption 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 future events. The Company is authorized to issue 200,000,000 Class A ordinary shares with a par value $0.0001 per share. Holders of the Company’s Class A ordinary shares are entitled to one vote for each share. On October 11, 2023, the Public Shareholders of the Company held the Meeting to approve the Extension Amendment Proposal, the Founder Share Amendment Proposal, and the Redemption Limitation Proposal. At the Meeting, the Public Shareholders approved each of the Extension Amendment Proposal, the Founder Share Amendment Proposal, and the Redemption Limitation Proposal. In connection with the Meeting, shareholders holding 13,661,579 Class A ordinary shares (after giving effect to withdrawals of redemptions) exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account. As a result, approximately $145.2 million (approximately $10.63 per share) was removed from the Trust Account to pay such holders. Following these redemptions, the Company had 9,338,421 Class A ordinary shares outstanding. Following the redemptions, the Company recorded shareholder redemption payable for additional interest earned by redeeming holders of Class A ordinary shares that exercised their redemption rights in the amount of $249,339, which equates to approximately $0.018 per Class A ordinary share. During the three months ended June 30, 2024, the Company remitted the additional interest to such redeeming holders of Class A ordinary shares. As of June 30, 2024 and December 31, 2023, there were 9,338,421 Class A ordinary shares outstanding which were subject to possible redemption and are classified outside of permanent equity in the balance sheets.

Class A Ordinary Shares Subject to Possible Redemption (Details)			6 Months Ended		12 Months Ended
	Oct. 11, 2023 USD ($) $ / shares shares	Oct. 13, 2021 shares	Jun. 30, 2024 USD ($) vote $ / shares shares	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) vote $ / shares shares	Dec. 31, 2022 USD ($) vote $ / shares shares	Oct. 24, 2023 $ / shares	Oct. 18, 2023 $ / shares
Ordinary Shares Subject to Possible Redemption [Abstract]
Ordinary shares, par value (in dollars per share) \| $ / shares							$ 0.0001
Learn CW Investment Corporation
Ordinary Shares Subject to Possible Redemption [Abstract]
Ordinary Shares subject to possible redemption (in shares)			9,338,421		9,338,421	23,000,000
Cash withdrawn from Trust Account in connection with redemption \| $			$ 249,339	$ 0	$ 145,222,585	$ 0
Shareholder redemption payable \| $			$ 0		$ 249,339	$ 0
Class A Units
Ordinary Shares Subject to Possible Redemption [Abstract]
Ordinary shares, shares authorized (in shares)			10,975,000		10,975,000	10,975,000
Class A Units \| Learn CW Investment Corporation
Ordinary Shares Subject to Possible Redemption [Abstract]
Ordinary shares, shares authorized (in shares)			200,000,000		200,000,000	200,000,000
Ordinary shares, par value (in dollars per share) \| $ / shares			$ 0.0001		$ 0.0001	$ 0.0001		$ 0.0001
Number of votes per share \| vote			1		1	1
Ordinary Shares subject to possible redemption (in shares)			9,338,421		9,338,421	23,000,000
Number of ordinary shares redeemed (in shares)	13,661,579	13,661,579
Cash withdrawn from Trust Account in connection with redemption \| $	$ 145,200,000
Redemption price (in dollars per share) \| $ / shares	$ 10.63
Shareholder redemption payable \| $	$ 249,339
Share price (in dollars per share) \| $ / shares	$ 0.018

Mezzanine Capital

6 Months Ended

Jun. 30, 2024

Temporary Equity Disclosure [Abstract]

Mezzanine Capital

Note 7. Mezzanine Capital

Mezzanine capital consisted of the following:


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class PCTA Units	3,982,675	3,982,675
Class I Units	1,000,000	1,000,000


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class PCTA Units	3,982,675	3,982,675
Class I Units	1,000,000	1,000,000

The redemption of Class PCTA Units or Class I Units is not solely in control of the Company and, as such, both classes of units are considered redeemable at the option of the holder. These units are probable of becoming redeemable and as such are accreted to redemption value at each reporting date.

Voting

Class PCTA Units carry the right to hold, vote and dispose of the Company’s investment in the related shares of PCT common stock. All Class PCTA Units are held by Innventure1. Class I Units carry the right to hold, vote and dispose of the Company’s partnership interest in the Fund with respect to its General Partner (“GP”) affiliated commitment. The holders of units of any other class are not permitted to vote on matters specific to the Class PCTA or Class I Units.

Liquidation Preference

Distributions to Class PCTA and Class I Unit holders are based on their ownership percentage of the respective class.

Allocations

Class PCTA Units are allocated all distributions and proceeds from all shares of PCT held by the Company that are not contributed in exchange for Class B-1 Preferred Units (as described below) or part of the purchase option agreement (as described in Note 13. Related Party Transactions). Class I Units are allocated all distributions and proceeds from the GP's direct interest in the Fund.

Redemption

The Company will distribute unencumbered shares of PCT common stock, held in connection with the Class PCTA Units back to Innventure1, as the original contributing member, and at the election of Innventure1. When this occurs, Innventure1 is obligated to either invest the after-tax net proceeds into the Company or contribute the shares of PCT common stock (an in-kind capital contribution) back to the Company in exchange for Class B-1 Preferred Units. With respect to up to 500,000 Class PCTA Units, Innventure1 will acquire Class B-1 Preferred Units in an amount equal to either 500,000 Class PCTA Units or the number of Class PCTA units calculated by multiplying 1,000 by a fraction, where the numerator is the aggregate purchase price for all Class B Preferred Units then purchased under the Class B Preferred Purchase Agreement and the denominator is $25,000. Refer to details below for such occurrence in 2022. With respect to up to 1,000,000 PCTA Units, Innventure1 is obligated to acquire Class B-1 Preferred Units after the achievement of certain operational milestones at PCT.

The in-kind capital contributions will correspond to the release of the Company’s obligations under a contractual lock-up agreement related to PCT's common stock and will be equal to the product of the weighted average per share closing price for one share of PCT common stock for each full trading day during the 30-day period ending on the date of such transfer and multiplied by 0.8.

Transactions

The Company amended its limited liability company agreement on April 27, 2022 with respect to Innventure1's obligation to exchange after-tax net proceeds from the sale of PCT's common stock for Company B-1 Preferred Units. The amendment clarified that the price for PCT common stock's value would be the weighted average per share closing price multiplied by 0.8. There was no impact on the number of Class PCTA Units outstanding. In 2022, Innventure1 exchanged 500,000 shares of PCT's common stock for 342,608 Company Class B-1 Preferred Units.

Summary of Significant Accounting Policies, Public Offering Costs (Details) - USD ($)		11 Months Ended	12 Months Ended
	Oct. 13, 2021	Dec. 31, 2021	Dec. 31, 2022	Jun. 30, 2024	Dec. 31, 2023	Jun. 30, 2023
Offering Costs [Abstract]
Warrant modification and contribution from Innventure1 LLC			$ 108,000
Learn CW Investment Corporation
Offering Costs [Abstract]
Deferred underwriting fee				$ 7,780,500	$ 7,780,500
Initial Public Offering [Member] \| Learn CW Investment Corporation
Offering Costs [Abstract]
Deferred Offering Costs	$ 13,157,186	$ 13,157,186	$ 0	$ 0	$ 0	$ 0
Underwriting fee	2,446,000	2,446,000
Deferred underwriting fee	9,780,500	9,780,500
Other offering costs	930,686	930,686
Warrant modification and contribution from Innventure1 LLC	$ 781,595	$ 781,595

Commitment and Contingencies

6 Months Ended

Jun. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitment and Contingencies

Note 14. Commitments and Contingencies

PCT Guaranty

On April 22, 2020, the Company entered into a guaranty with a counterparty to unconditionally guarantee PCT’s obligation to reimburse a $5,000 pre-payment upon PCT’s failure to meet certain performance thresholds. Performance thresholds include the commission and construction of a plant. The guaranty has no expiration. The total amount paid by the Company under the guaranty is $0 and total interest paid is $0. As of December 31, 2023 and 2022, there was no principal outstanding under the guaranty.

Patent Agreement Contingent Fees

In 2022, the Company entered into two agreements with a large multi-national company (“MNC”) to purchase in-process research and development consisting of patents, technology, and knowledge transfer related to cooling technology for critical electronic equipment in a transaction that was determined to be an asset acquisition. The in-process research and development acquired consists of cooling technology requiring additional commercialization efforts to finalize as a product offering.

Under the terms of the agreements, the Company is required to make minimum installment payments, as disclosed below, for each year of the agreement through February 1, 2040. The minimum installment payments are included in Patent installment payments payable on the consolidated balance sheets. Each installment payment shall be credited towards and set off against any royalty payments (described below) which may become due. As such, these installment payments serve as minimum amounts due to MNC each calendar year. Additional royalty payments due each year are based on the direct and indirect revenues earned by the Company and the number of cold plates sold.


Royalty Payments
7.5% plus the Cumulative Purchase Incentive1 applied to all direct revenue
15% plus the Cumulative Indirect Purchase Incentive1 applied to all indirect revenue

__________________

1The Cumulative Purchase Incentive percentages are between 0% - 2.5% and are calculated in accordance with the agreement based on the cumulative number of cold plate sales multiplied by a cold plate multiple (if applicable).

Minimum royalties for the MNC’s fiscal years thereafter are summarized in the following table:


Years Ending December 31,	Amount
2024	$	775
2025	700
2026	825
2027	825
2028	825
Thereafter	9,900
Total	$	13,850

In the event of a change of control as defined in the agreements, the MNC or licensee has a buy-out option which can be exercised by either party. The buy-out option requires the licensee or licensee related company to pay the MNC an amount equal to the buy-out value Share multiplied by the enterprise value as defined in the agreements, provided that the buy-out fee shall always be equal to or greater than $125,000. The buy-out fee shall not, in any case, exceed $500,000. The exercise of the buy-out option results in the purchase of the licensee or licensee related company’s remaining revenue share obligations which would accrue to the MNC under the agreement.

Note 13. Commitments and Contingencies

PCT Guaranty

On April 22, 2020, the Company entered into a guaranty with a counterparty to unconditionally guarantee PCT’s obligation to reimburse a $5,000 prepayment upon PCT’s failure to meet certain performance thresholds. Performance thresholds include the commission and construction of a plant. The guaranty has no expiration. The total amount paid by the Company under the guaranty is $0 and total interest paid is $0. As of June 30, 2024 and December 31, 2023, there is no principal outstanding under the guaranty.

Patent Agreement Contingent Fees

The Company's minimum patent royalties included in Patent installment payables on the condensed consolidated balance sheets are due as follows:


Years Ending December 31,	Amount
2024	$	525
2025	$	700
2026	$	825
2027	$	825
2028	$	825
Thereafter	$	9,900
Total	$	13,600

The Company is committed to make royalty payments on direct revenue generated from the subject technology acquired at the rate of 7% and 15% from indirect revenue generated plus additional incentives based on the volume of units sold at rates up to 2.5%. Each year the Company will pay such royalties at the higher of: (i) the minimum amount due (noted in the table above) and (ii) the royalty calculated amount based on revenue and units sold.

Condensed Consolidated Statements of Changes in Unitholders' Deficit - USD ($) $ in Thousands	Total	Class B Preferred Units	Class B-1 Preferred Units	Preferred Units Class B Preferred Units	Preferred Units Class B-1 Preferred Units	Common Units Class A Units	Common Units Class C Units	Accumulated Deficit	Non-Controlling Interest
Beginning balance at Dec. 31, 2021	$ (4,584)			$ 6,310	$ 0	$ 1,950	$ 195	$ (13,039)	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(32,785)							(32,757)	(28)
Units issued to NCI	313								313
Issuance of preferred units, net of issuance costs		$ 14,493	$ 3,323	14,493	3,323
Unit-based compensation	815						444		371
Accretion of redeemable units to redemption value	7,134							7,232
Ending balance at Dec. 31, 2022	(11,193)			20,803	3,323	1,950	639	(38,564)	656
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	964							1,020	(56)
Units issued to NCI	104								104
Issuance of preferred units, net of issuance costs		3,311		3,311
Unit-based compensation	338						102		236
Accretion of redeemable units to redemption value	(7,912)							(7,912)
Ending balance at Jun. 30, 2023	(14,388)			24,114	3,323	1,950	741	(45,456)	940
Beginning balance at Dec. 31, 2022	(11,193)			20,803	3,323	1,950	639	(38,564)	656
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(30,984)							(30,845)	(139)
Units issued to NCI	337								337
Issuance of preferred units, net of issuance costs		17,319		17,319
Unit-based compensation	910						205		705
Accretion of redeemable units to redemption value	5,366							5,366
Ending balance at Dec. 31, 2023	(18,486)			38,122	3,323	1,950	844	(64,284)	1,559
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(18,840)							(12,507)	(6,333)
Units issued to NCI	10,851								10,851
Issuance of preferred units, net of issuance costs		$ 10,418		10,418
Unit-based compensation	689						96		593
Issuance of units to NCI in exchange of convertible promissory notes	8,443								8,443
Accretion of redeemable units to redemption value	(4,777)							(4,777)
Ending balance at Jun. 30, 2024	$ (11,702)			$ 48,540	$ 3,323	$ 1,950	$ 940	$ (81,568)	$ 15,113

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

+ Details

- Definition

Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering.

+ References + Details

- Definition

Amount of equity (deficit) attributable to parent and noncontrolling interest. Excludes temporary equity.

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (d)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(4)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (d)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (d)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 848
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (a)(3)(iii)(03)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483550/848-10-65-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 842
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 8
-Subparagraph (c)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479832/842-10-65-8

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483421/250-10-45-24

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 23
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483421/250-10-45-23

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 5
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483421/250-10-45-5

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 326
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 5
-Subparagraph (c)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479654/326-10-65-5

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 20
-Name Accounting Standards Codification
-Section 65
-Paragraph 6
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480528/815-20-65-6

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 20
-Name Accounting Standards Codification
-Section 65
-Paragraph 6
-Subparagraph (h)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480528/815-20-65-6

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 20
-Name Accounting Standards Codification
-Section 65
-Paragraph 6
-Subparagraph (h)(1)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480528/815-20-65-6

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 20
-Name Accounting Standards Codification
-Section 65
-Paragraph 6
-Subparagraph (h)(1)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480528/815-20-65-6

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 20
-Name Accounting Standards Codification
-Section 65
-Paragraph 6
-Subparagraph (h)(1)(iv)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480528/815-20-65-6

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 20
-Name Accounting Standards Codification
-Section 65
-Paragraph 6
-Subparagraph (i)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480528/815-20-65-6

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 105
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 6
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479343/105-10-65-6

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 105
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 6
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479343/105-10-65-6

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (f)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480016/944-40-65-2

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (f)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480016/944-40-65-2

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 8
-Subparagraph (d)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482615/740-10-65-8

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 8
-Subparagraph (d)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482615/740-10-65-8

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 326
-SubTopic 10
-Name Accounting Standards Codification
-Section 65
-Paragraph 4
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479654/326-10-65-4

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-1

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-7

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482765/220-10-50-5

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 830
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481674/830-30-50-1

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Topic 830
-SubTopic 30
-Name Accounting Standards Codification
-Section 45
-Paragraph 17
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481694/830-30-45-17

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 830
-SubTopic 30
-Name Accounting Standards Codification
-Section 45
-Paragraph 20
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481694/830-30-45-20

Reference 34: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 11
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479168/946-830-55-11

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 205
-Name Accounting Standards Codification
-Section 45
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478009/946-205-45-3

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478448/946-505-50-3

Reference 37: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-04(19))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479170/946-210-S99-1

Reference 38: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.6-05(4))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479170/946-210-S99-2

Reference 39: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(4)(b))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 40: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(6))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 41: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(7))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 42: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 43: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 44: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 45: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

Reference 46: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 45
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481231/810-10-45-15

Reference 47: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 45
-Paragraph 16
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481231/810-10-45-16

Reference 48: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 55
-Paragraph 4I
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481175/810-10-55-4I

Reference 49: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476166/350-60-65-1

+ Details

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Offering Costs (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Oct. 13, 2021
Offering Costs [Abstract]
Weighted average Class A Units outstanding, basic (in shares)			10,875,000	10,875,000	10,875,000	10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)			$ (1.73)	$ (0.71)	$ (2.51)	$ (2.44)
Learn CW Investment Corporation \| Class A Units
Offering Costs [Abstract]
Undistributed Earnings (Loss) Available to Common Shareholders, Basic	$ (1,584,646)	$ 1,703,734	$ (2,917,669)	$ 3,986,709	$ 3,125,914	$ 7,913,192
Diluted weighted average shares outstanding (in shares)	9,338,422	23,000,000	9,338,422	23,000,000	23,000,000	23,000,000
Weighted average Class A Units outstanding, basic (in shares)	9,338,422	23,000,000	9,338,422	23,000,000	23,000,000	23,000,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Diluted net income/(loss) per ordinary share (in dollars per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Learn CW Investment Corporation \| Class B Ordinary Shares
Offering Costs [Abstract]
Undistributed Earnings (Loss) Available to Common Shareholders, Basic	$ (975,724)	$ 425,933	$ (1,796,513)	$ 996,677	$ 781,478	$ 1,978,298
Diluted weighted average shares outstanding (in shares)	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000
Weighted average Class A Units outstanding, basic (in shares)	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Diluted net income/(loss) per ordinary share (in dollars per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Initial Public Offering [Member] \| Learn CW Investment Corporation
Offering Costs [Abstract]
Deferred Offering Costs	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 13,157,186	$ 13,157,186

COMMITMENTS AND CONTINGENCIES (Details) - Learn CW Investment Corporation	3 Months Ended	6 Months Ended	9 Months Ended	12 Months Ended
	Sep. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) $ / shares	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) Demand $ / shares	Dec. 31, 2022 USD ($)	Sep. 01, 2023 USD ($)
Registration And Shareholder Rights [Abstract]
Number of demands eligible security holder can make \| Demand				3
Underwriting Agreement [Abstract]
Deferred underwriting fee per unit (in dollars per share) \| $ / shares		$ 0.35		$ 0.35
Deferred underwriting fees		$ 7,780,500		$ 7,780,500
Discretionary deferred fee		$ 2,000,000		2,000,000
Deferred underwriter's commission						$ 9,780,500
Gain on settlement of underwriting fees	$ 9,223,757		$ 9,223,757	9,223,757
Gain on settlement of deferred underwriting fees				$ 556,743	$ 0

BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2024	Dec. 31, 2023	Oct. 24, 2023	Oct. 18, 2023	Oct. 11, 2023	Dec. 31, 2022
Ordinary shares, par value (in dollars per share)			$ 0.0001
Learn CW Investment Corporation
Ordinary Shares subject to possible redemption (in shares)	9,338,421	9,338,421				23,000,000
Temporary Equity, Par or Stated Value Per Share	$ 10.88	$ 10.71				$ 10.24
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001				$ 0.0001
Preferred units authorized (in shares)	1,000,000	1,000,000				1,000,000
Preferred units outstanding (in shares)	0	0				0
Class A Units
Ordinary shares, shares authorized (in shares)	10,975,000	10,975,000				10,975,000
Common units issued (in shares)	10,875,000	10,875,000				10,875,000
Common units outstanding (in shares)	10,875,000	10,875,000				10,875,000
Class A Units \| Learn CW Investment Corporation
Ordinary Shares subject to possible redemption (in shares)	9,338,421	9,338,421				23,000,000
Ordinary shares, par value (in dollars per share)	$ 0.0001	$ 0.0001		$ 0.0001		$ 0.0001
Ordinary shares, shares authorized (in shares)	200,000,000	200,000,000				200,000,000
Common units issued (in shares)		0				0
Common units outstanding (in shares)	0	0				0
Class B Ordinary Shares \| Learn CW Investment Corporation
Ordinary shares, par value (in dollars per share)	$ 0.0001	$ 0.0001			$ 0.0001	$ 0.0001
Ordinary shares, shares authorized (in shares)	20,000,000	20,000,000				20,000,000
Common units issued (in shares)	5,750,000	5,750,000				5,750,000
Common units outstanding (in shares)	5,750,000	5,750,000				5,750,000

Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands			2 Months Ended	3 Months Ended	6 Months Ended		12 Months Ended
	Aug. 20, 2024	Jul. 01, 2024	Aug. 28, 2024	Apr. 12, 2024	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Aug. 22, 2024
Subsequent Event [Line Items]
Noncontrolling interest sold					$ 10,851	$ 104	$ 337	$ 313
Number of exchange-traded shares sold (in shares)					308,338
Sale of exchange-traded investments					$ 1,364	708	708	0
Amount loaned					5,035	0	2,600	0
Class B Preferred Units
Subsequent Event [Line Items]
Capital received from unit issuance					$ 10,548	$ 3,389	$ 16,961	$ 13,480
Unit issuance (in shares)					1,087,508	349,409	1,748,684	1,389,800
Unit issuance price (in usd per share)					$ 9.6992	$ 9.6992	$ 9.6992	$ 9.6992
Subsequent event
Subsequent Event [Line Items]
Noncontrolling interest sold (in shares)			154,003	609,088
Noncontrolling interest sold			$ 1,875	$ 7,416
Number of exchange-traded shares sold (in shares)			47,544
Sale of exchange-traded investments			$ 269
Subsequent event \| Class B Preferred Units
Subsequent Event [Line Items]
Capital received from unit issuance			$ 2,434	$ 7,631
Unit issuance (in shares)			250,897	786,711
Unit issuance price (in usd per share)			$ 9.6992	$ 9.6992
Subsequent event \| Line of credit
Subsequent Event [Line Items]
Line of credit capacity	$ 50,000
Interest rate	13.50%
Spread on variable interest rate	5.00%
Debt term	36 months
Debt issuance costs	$ 10,000
Subsequent event \| Related party
Subsequent Event [Line Items]
Loan receivable	10,000	$ 7,635
Loan receivable, amount able to be drawn		$ 10,000
Loan receivable, conversion price percentage		100.00%
Loan receivable, convertible, equity financing target minimum		$ 7,250
Amount loaned			$ 350	$ 1,975
Loan fee	$ 1,000
Notes payable									$ 2,000
Interest rate									11.50%

Borrowings

6 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Borrowings

Note 5. Borrowings


	December 31,
	2023		2022
Series 1 promissory notes, 9% or 12% interest, maturity ranging from 36 – 48 months from issuance	$	1,911	$	2,717
Innventure1 LLC related party note	—		501
Related party note	1,000		—
Convertible promissory notes, 8% interest, mature 36 months from issuance	6,634		4,118
Other loans	—		65
Total Notes Payable	9,545		7,401
Less: unamortized debt discount	(2,133)		(1,503)
Less: current portion of related party notes payable	(1,000)		(501)
Less: current portion of notes payable	(912)		(1,949)
Total Long-term Notes	$	5,500	$	3,448

The Company has accrued interest of $634 and $119 in convertible promissory notes as of December 31, 2023 and 2022, respectively.

The Company’s note payable and notes payable to related parties mature as follows:


Year Ending December 31,	Amount
2024	$	1,890
2025	$	7,463
2026	$	192
Total Debt	$	9,545

Series 1 Promissory Notes

In 2018, the Company authorized the issuance and sale of unsecured promissory notes to investors up to $35,000. From 2018 to 2021, the Company issued promissory notes with a total principal amount of $4,936. The notes require monthly interest payments, have an original maturity period of 36-48 months, and bear interest at 9%-12% per annum. The first noteholders to participate in the Series 1 debt financing, up to one million in principal, also received a 5% repayment bonus, which has been reflected as an original issuance discount (“OID”) on the principal amount issued as recognition of early participation in the funding round.

In connection with the issuance of the notes, each noteholder received a warrant with a value derived formulaically based on 10% of the principal amount of each loan. Additionally, the Company incurred fees payable to the lenders and third-parties, including a selling agent. These amounts, along with any OID, are recorded as a discount on the notes and amortized using the effective interest method over the estimated contractual period of the notes, which the Company concluded was three years.

The notes contain two term extension options, at the Company’s election, which can extend the notes’ maturity period to 60 months in total. If the Company elects its first term extension option, the note will bear interest at 12%

for months 36 through 48. If the Company elects its second term extension option, the notes will bear interest at 15% for months 48 through 60.

In the event of a change of control or a portfolio company sale, the notes are required to be repaid. In the event of a default, noteholders may elect to convert into common units of the Company equal to two times the unpaid principal balance plus accrued but unpaid interest at the time of conversion at a pre-money valuation agreed to by a majority of the converting noteholders. If the Company is in default due to lack of payment and the noteholders do not elect repayment, notes will accrue interest at the default rate. During the first 36 months, the default interest rate is 12% and it increases to 18% thereafter.

During 2023 and 2022, noteholders with principal amounts totaling $1,310 converted their Series 1 promissory notes into an aggregate of 135,133 Class B Preferred Units and noteholders with principal amounts totaling $1,602 converted their Series 1 promissory notes into an aggregate of 165,089 Class B Preferred Units, respectively, each based on the Class B Preferred Unit issuance price of $9.6992 per unit. The noteholders elected to receive the last interest payment due and waive the prepayment fee, if applicable, in connection with the transaction. The Company accounted for the conversion of promissory notes as an extinguishment, the impact of which is immaterial to the Company’s financial statements.

In addition, during 2023, Series 1 notes with aggregate outstanding principal amounts of $829 became eligible for extension and the Company elected to extend such notes for an incremental 12-month period. In connection with the contractual extension, the interest rate on the notes reset to 12%. In addition, during 2023, outstanding Series 1 notes with aggregate outstanding principal amounts of $890 became eligible for a second extension and the Company elected to extend them for an incremental 12-month period. In connection with the contractual extension, the interest rate on these notes reset to 15%. For the year ended December 31, 2022, Series 1 notes with outstanding aggregate principal amounts of $966 became eligible for extension and the Company elected to extend them for an incremental 12-month period. In connection with the contractual extension, interest rates on the notes reset to 12%.

For the years ended December 31, 2023 and 2022, interest expense on the Series 1 notes was approximately $329 and $485, respectively, and is included in interest expense on the consolidated statements of operations. The interest expense on Series 1 notes includes the amortization of issuance costs of approximately $32 and $121, for the years ended December 31, 2023 and 2022, respectively.

Innventure1 LLC Related Party Note

During the year ended December 31, 2023, the Company extinguished a related party note (the “Innventure1 LLC Related Party Note”) with Innventure1 LLC ("Innventure1"), the original contributing unitholder and equity investor of the Company, and converted this note in the amount of $504 into 52,010 Class B Preferred Units based on the Class B Preferred Unit issuance price of $9.6992 per unit. The nature of this indebtedness is primarily expenses paid on the Company’s behalf and settlement was agreed upon by the management of the two related parties.

Related Party Note

The Company issued a note payable to a related party in the amount of $1,000 during the year ended December 31, 2023, which is included in notes payable to related parties in the consolidated balance sheets as of December 31, 2023. The nature of this indebtedness is primarily for working capital purposes and settlement is to be agreed upon by the two related parties. The related party note has no stated interest and no stated maturity date.

Convertible Promissory Notes

In 2022, the Company issued 8% convertible promissory notes (the “2025 Notes”) that can be converted into equity units at the later of a qualified financing event or upon maturity, which is 36-months. A qualified financing event is one or more transactions that results in gross proceeds of at least $2,000. Upon the occurrence of a qualified financing event, the 2025 Notes convert to the series of stock issued in that financing at the lesser of (a) a 20 percent discount or (b) $200 million divided by the number of fully diluted units outstanding immediately prior to the financing.

At maturity, note holders can choose to convert their 2025 Notes into Class A Units issued by a subsidiary of the Company at the lesser of (a) a 20 percent discount from the fair value as determined by the board or (b) $200 million divided by the aggregate number of then-outstanding units. If the Company experiences a change in control, the 2025 Notes must be redeemed for the greater of (a) 1.5 times the principal and accrued interest or (b) amount payable on the number of units equal to principal and interest divided by $200 million divided by the number of fully diluted outstanding units.

The 2025 Notes include embedded derivative features related to the share-settled and cash redemption features. The separation of embedded derivatives at issuances results in a discount on debt which is amortized to interest expense over the contractual maturity of the debt. The effective interest rate including the amortization of the discounts related to the conversion feature is 27%.

On August 18, 2022, the Company issued $4,000 worth of 2025 Notes to the Fund, a related party. At inception, a derivative liability of $1,576 was recorded. On June 7 and July 3, 2023, the Company issued $2,000 worth of 2025 Notes to third parties and at inception, a derivative liability of $1,119 was recorded.

During 2023 and 2022, the company recognized $456 and $105 in interest expense associated with the 2025 Note discounts. The contractual interest expense for the years ended 2023 and 2022, respectively, were $583 and $119. As of December 31, 2023 and 2022, the unamortized discount was $2,133 and $1,472, respectively.

Series 2 Promissory Notes

In 2020, the Company authorized the issuance and sale of unsecured promissory notes to investors up to $5,000. From 2020 to 2021, the Company issued promissory notes with a total principal amount of $3,680. The notes require monthly interest payments, have a maturity period of 12 months, and bear interest at 15% per annum. The Company incurred fees payable to the lenders and third-parties, including a selling agent. These amounts are recorded as a discount on the notes and amortized using the effective interest method over the estimated contractual period of the notes, 12-months.

In the event of a default, noteholders may elect to convert into Class K units of the Company, equal to two times the unpaid principal balance plus accrued unpaid interest at the time of conversion at a pre-money valuation agreed to by a majority of the converting noteholders. If the Company is in default due to lack of payment and the noteholders do not elect repayment, the notes will accrue interest at the default interest rate of 18%.

During 2022, the Company prepaid all Series 2 promissory notes, totaling $3,680, and its obligation to issue the Class K units extinguished with the repayment. No prepayment penalty was incurred in connection with the repayment. For the year ended December 31, 2022, interest expense on the Series 2 notes was approximately $197, including the amortization of issuance costs of approximately $14. Interest expense on the Series 2 notes is included in interest expense on the consolidated statements of operations. No Class K units were authorized or outstanding as of December 31, 2023 and 2022.

Innventure Notes

In November 2019, the Company issued $700 in promissory notes. The Innventure notes bear interest at 6%, have a 24-month maturity period, and principal and interest are due at maturity.

During 2022, the Company repaid the remaining principal balance of $225 and there were no Innventure notes outstanding as of December 31, 2022. Interest expense on the Innventure notes for the year ended December 31, 2022 was not material.

Note 5. Borrowings


	June 30, 2024		December 31, 2023
Series 1 promissory notes, 9-15% interest, maturity: 36 – 60 months from issuance	$	1,175	$	1,911
Related party note	1,000		1,000
Convertible promissory notes, 8% interest, maturity: 36 months from issuance	—		6,634
Total Notes Payable	2,175		9,545
Less: unamortized debt discount	—		(2,133)
Less: current portion of related party notes payable	(1,000)		(1,000)
Less: current portion of notes payable	(772)		(912)
Total Long-term Notes	$	403	$	5,500

The Company has accrued interest of $— and $634 in long-term notes as of June 30, 2024 and December 31, 2023, respectively.

The Company’s notes payable and notes payable to related parties mature as follows:


Year Ending December 31,	Amount
2024 (remaining 6 months)	$	1,753
2025	$	422
Total Debt	$	2,175

Series 1 Promissory Notes

During the six months ended June 30, 2024, noteholders with principal amounts totaling $396 converted their Series 1 promissory notes into 40,829 of Class B Preferred Units based on the Class B Preferred Unit issuance price of $9.6992 per share. The noteholders elected to receive the last interest payment due and waive the prepayment fee, if applicable, in connection with the transaction. The Company accounted for the conversion of promissory notes as an extinguishment, the impact of which is immaterial to the Company’s financial statements. During the six months ended June 30, 2023, noteholders with principal amounts totaling $100 converted their Series 1 promissory notes into 10,310 of Class B Preferred Units based on the Class B Preferred Unit issuance price of $9.6992 per share.

In addition, during the six months ended June 30, 2024, the Company extended Series 1 notes with principal of $122 and $300 for an additional year for the 1st and 2nd time at 12% from 9% and 15% from 12% interest, respectively. During the six months ended June 30, 2023, the Company extended Series 1 notes with principal of $580 and $366 for an additional year for the 1st and 2nd time at 12% from 9% and 15% from 12% interest, respectively.

For the six months ended June 30, 2024 and 2023, interest expense on the Series 1 notes was approximately $99 and $164, respectively, and is included in interest expense on the condensed consolidated statements of operations. The interest expense on Series 1 notes includes the amortization of issuance costs of $— and $18, for the six months ended June 30, 2024 and 2023, respectively.

Convertible Promissory Notes

On March 31, 2024, the 8% convertible promissory notes (the "2025 Notes") with a $6,000 principal balance and $755 of accrued interest were converted into 693,480 of Accelsius Series A units at a conversion price of $9.74 per share. The conversion was pursuant to the occurrence of a qualified financing event. The related embedded derivative liability was extinguished in connection with the conversion.

During 2024, the Company recognized $231 in interest expense associated with the 2025 Notes discounts and the contractual interest expense for 2024 was $205.

During the six months ended June 30, 2023, the Company recognized $89 in interest expense associated with the 2025 Notes discounts and the contractual interest expense for the six months ended June 30, 2023 was $270, respectively.

As of June 30, 2024 and December 31, 2023, the unamortized discount was $— and $2,133, respectively.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

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

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/470/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482925/835-30-45-2

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

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

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1C

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1C

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1C

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1E

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

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

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

+ Details

STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended				6 Months Ended		12 Months Ended
STATEMENTS OF OPERATIONS - USD ($)	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Loss from Operations
Total operating expenses					$ 22,265,000	$ 8,612,000	$ 24,795,000	$ 25,611,000
Loss from Operations					(21,818,000)	(7,993,000)	(23,678,000)	(24,669,000)
Non-operating (Expense) and Income
Net (Loss) Income Attributable to Innventure LLC Unitholders					$ (12,507,000)	$ 1,020,000	$ (30,845,000)	$ (32,757,000)
Weighted average Class A Units outstanding, basic (in shares)					10,875,000	10,875,000	10,875,000	10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)					$ (1.73)	$ (0.71)	$ (2.51)	$ (2.44)
Learn CW Investment Corporation
Loss from Operations
Total operating expenses	$ 1,333,608		$ 428,076		$ 2,928,040	$ 781,121	$ 6,204,223	$ 1,802,357
Loss from Operations	(1,333,608)		(428,076)		(2,928,040)	(781,121)	(6,204,223)	(1,802,357)
Non-operating (Expense) and Income
Interest income	637,838		2,743,828		637,838	5,204,752	8,809,032	3,274,564
Gain on settlement of deferred underwriting fees							556,743	0
Change in fair value of warrant liabilities	(1,864,600)		(186,460)		(2,423,980)	559,380	745,840	8,419,283
Net (Loss) Income Attributable to Innventure LLC Unitholders	$ (2,560,370)	$ (2,153,812)	$ 2,129,667	$ 2,853,719	$ (4,714,182)	$ 4,983,386	$ 3,907,392	$ 9,891,490
Class A Units \| Learn CW Investment Corporation
Non-operating (Expense) and Income
Weighted average Class A Units outstanding, basic (in shares)	9,338,422		23,000,000		9,338,422	23,000,000	23,000,000	23,000,000
Diluted weighted average shares outstanding (in shares)	9,338,422		23,000,000		9,338,422	23,000,000	23,000,000	23,000,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)		$ 0.07		$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Diluted net income per ordinary share (in dollars per share)	$ (0.17)		$ 0.07		$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Class B Ordinary Shares \| Learn CW Investment Corporation
Non-operating (Expense) and Income
Weighted average Class A Units outstanding, basic (in shares)	5,750,000		5,750,000		5,750,000	5,750,000	5,750,000	5,750,000
Diluted weighted average shares outstanding (in shares)	5,750,000		5,750,000		5,750,000	5,750,000	5,750,000	5,750,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)		$ 0.07		$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Diluted net income per ordinary share (in dollars per share)	$ (0.17)		$ 0.07		$ (0.31)	$ 0.17	$ 0.14	$ 0.34

Accounting Policies	6 Months Ended
Accounting Policies	Jun. 30, 2024
Accounting Policies [Abstract]
Accounting Policies	Note 2. Accounting Policies Basis of Presentation The consolidated financial statements of the Company are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of the Company and its controlled subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Reclassifications Certain amounts reported previously have been reclassified to conform to the current year presentation with no effect on total unitholders' deficit, or net income as previously reported. These reclassifications relate primarily to creation of new captions for balances that meet certain reporting thresholds in the current period and collapsing certain nonmaterial balances that no longer met reporting thresholds into summarized captions in the financial statements. Going Concern As of December 31, 2023, the Company had cash balance of $2,575, accumulated deficit of $64,284 and a working capital deficit of $2,504. During the year ended December 31, 2023, the Company incurred a net loss of $30,984. Management believes the Company will continue to incur losses and negative cash flows from operating activities for the foreseeable future and will need additional capital or debt financing to sustain its operations until it can achieve long-term profitability and positive cash flows. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations, or obtaining additional financing from its unitholders or other sources, as may be required. In order to maintain its current level of operations, the Company will require additional working capital from either cash flows from operations or from the sale of its capital or issuance of debt. The Company intends to obtain additional financing in the future to proceed with its business plans. With approval of the Class PCTA Unitholders, the Company has the ability to sell shares of common stock of PureCycle Technologies, Inc. ("PCT"), an unrelated third-party, held by the Company, once certain lock-up periods have expired (see Note 3. Investments). As of December 31, 2023, the Company holds less than 2% of the outstanding shares of common stock of PCT. However, the future value of investments held is unpredictable and subject to market events outside of the Company’s control. If the Company is unable to acquire additional working capital, it will be required to significantly reduce its current level of operations. Furthermore, the Company’s technology segment has not yet begun commercial operations so does not yet have any sources of revenue. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern within one year after the date of the accompanying consolidated financial statements are issued; however, the above conditions raise substantial doubt about the Company’s ability to do so. The consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern. There can be no assurance that management will be successful in implementing its business plan or that the successful implementation of such business plan will actually improve our operating results. Basis of Consolidation The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the Unites States of America ("GAAP"). The consolidated financial statements include the accounts of the Company, its wholly owned or majority-owned subsidiaries and entities in which the Company is deemed to have a direct or indirect controlling financial interest based on either a variable interest model or voting interest model. All intercompany transactions and balances have been eliminated in consolidation Non-controlling Interest Non-controlling interest (“NCI”) on the consolidated balance sheets represents the portion of consolidated subsidiaries that are not owned by the Company after consideration of contractual agreements that govern allocations of income or loss. The Company reports NCI in unitholders' deficit, separate from the parent’s deficit, on the consolidated balance sheets. In addition, the Company reports net loss attributable to NCI separately in the consolidated statements of operations. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Management bases its estimates on historical experience and on various other factors it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Accordingly, actual results could differ materially from those estimates. Significant items subject to such estimates and assumptions include the valuation of the Company’s capital units, the valuation of the Company’s investments that do not yet have readily available market quotations, the valuation of warrants, and valuation of derivatives within the Company’s financial instruments. Fair Value Measurements The Company accounts for certain assets and liabilities at fair value. Accounting Standards Codification ("ASC") 820, Fair Value Measurement establishes three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. The Company categorizes each of its fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 – Valuations based on unadjusted quoted prices for identical assets or liabilities in an active market that the Company has the ability to access at the measurement date. Level 2 – Valuations based on observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data at the measurement date for substantially the full term of the assets or liabilities. Level 3 – Valuations based on unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Gains and losses for such assets and liabilities categorized within the Level 3 table set forth in “Note 4. Fair Value” may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3). In making a good faith determination of the fair value of its investments, the Company considers valuation methodologies consistent with industry practice. Valuation methods utilized may include, but are not limited to the following: comparisons to prices from secondary market transactions; venture capital financings; public offerings; purchase or sales transactions; as well as analysis of financial ratios and valuation metrics of the portfolio companies that issued such private equity securities to peer companies that are public, analysis of the portfolio companies’ most recent financial statements and forecasts, and the markets in which the portfolio company does business, and other relevant factors. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the realized gains or losses on investments to be different from the net change in unrealized appreciation or depreciation currently reflected in the consolidated financial statements. Investments Equity Method Investments Equity method investments are investments where the Company does not consolidate the investee, but can exert significant influence over the financial and operating policies of the investee. The carrying value of our equity method investments is determined based on amounts invested by the Company, adjusted for the Company’s share in the earnings or losses of each investee, after consideration of contractual arrangements that govern allocations of income or loss, less distributions received. For investments where the specified allocations of income or loss are different from the allocation of cash from operations and on liquidation, the Company utilizes the hypothetical liquidation book value method to allocate income or loss from the equity method investment. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. Cash distributions received as a result of the Company’s share of cumulative earnings are classified as operating activities. Cash distributions, if any, received that are in excess of the Company’s share of cumulative earnings or losses are classified as investing activities. Exchange-traded Investments Exchange-traded equity investments are generally carried at fair value on the consolidated balance sheets with changes in the fair value recorded through net income (“FVTNI”) within non-operating income (expense). Variable Interest and Voting Interest Entities The Company performs an analysis of its investments to determine if they are either a Variable Interest Entity (“VIE”) or a Voting Interest Entity (“VOE”). Factors considered in this analysis include the entity’s legal organization, the entity’s capital structure, the rights of equity investment holders and the Company’s contractual involvement with, and economic interest in, the entity and any related party or de facto agent implications of the Company’s involvement with the entity. Entities that are determined to be VIEs are consolidated if the Company is the primary beneficiary (“PB”) of the entity. VOEs are typically consolidated if the Company holds the majority voting interest. If the Company is not deemed to be the primary beneficiary in a VIE, the Company accounts for the investment or other variable interests in a VIE in accordance with GAAP. Upon the occurrence of certain events (such as changes in the investment or the governance structure) management reviews and reconsiders its previous conclusion regarding the status of an entity as a VIE or a VOE. Additionally, management continually reconsiders whether the Company is deemed to be a VIE’s PB that consolidates such an entity. Consolidation of Variable Interest Entities. Certain investments for which a controlling financial interest is achieved through arrangements that do not involve or are not directly linked to voting interests are deemed consolidated VIEs. The Company reviews factors, including whether or not (1) the entity has equity at risk that is sufficient to permit the entity to finance its activities without additional subordinated support from other parties and (2) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns, and the right to direct the activities of the entity that most significantly impact the entity’s economic performance, to determine if the investment product is a VIE. The PB of a VIE is defined as the variable interest holder that has a controlling financial interest in the VIE. A controlling financial interest is defined as (1) the power to direct the activities of the VIE that most significantly impact its economic performance and (2) the obligation to absorb losses of the entity or the right to receive benefits from the entity that potentially could be significant to the VIE. Consolidation of Voting Interest Entities. The Company is required to consolidate an investee to the extent that Innventure can exert control over the financial and operating policies of the investee, which generally exists if there is a greater than 50% voting equity interest. Impairments of Investments Management periodically assesses equity method investments for impairment. If impairment exists, an impairment charge would be recorded for the excess of the carrying amount of the investment over its estimated fair value in the consolidated statements of operations. Impairment evaluation considers qualitative factors, including the financial conditions and specific events related to an investee, that may indicate the fair value of the investment is less than its carrying value. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents primarily consist of cash, money market funds and short-term, highly liquid investments with original maturities of three months or less. The Company has concentrated credit risk for cash and cash equivalents by maintaining deposits in banks, which may, at times, exceed amounts covered by insurance provided by the US Federal Deposit Insurance Corporation. Cash that is restricted and not available for general operations is considered restricted cash. The Company's restricted cash is related to cash received through the Company's Class B Preferred Units capital raise and held in escrow prior to finalization of the Class B Preferred Units investment. As of December 31, 2023 and 2022, the Company had restricted cash related to the capital raise of $100 and $0, respectively. Additionally, the Company maintains certain compensating balances that may be withdrawn, but the availability of short-term lines of credit is dependent upon the maintenance of such compensating balances. As of December 31, 2023 and 2022, the Company had compensating balances of $300 and $0, respectively. Property, Plant and Equipment The Company records property, plant and equipment at cost less accumulated depreciation. The Company depreciates the cost of property, plant and equipment using the straight-line method with depreciable lives of 10 years for Machinery & equipment, 3 years for Computers & office equipment, and lesser of useful life or lease terms for Leasehold improvements. The Company expenses normal maintenance and repair costs as incurred. Impairment of Long-Lived Assets The Company assesses its property, plant and equipment and other long lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable in accordance with ASC 360, "Property, Plant and Equipment." Recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to the future undiscounted net cash flows expected to be generated by the asset. In the event such an asset is considered impaired, the impairment to be recognized is measured by the amount by which the carrying value of the asset exceeds the estimated fair value of the asset. Assets to be disposed of are reported at the lower of the carrying value of estimated fair value less estimated costs to sell. Due from Related Parties Due from related parties includes amounts receivable from the Company’s equity method investees. Refer to Note 13. Related Party Transactions for further disclosure of transactions with related parties. Notes Payable, Convertible Promissory Note Due to Related Party and Convertible Promissory Note The Company's debt is carried on the consolidated balance sheets on a historical cost basis net of unamortized discounts and premiums. Costs associated with acquiring debt are presented netted against the principal balance as a debt discount. The debt discount is presented in the consolidated balance sheets as a direct deduction from the carrying amount of the debt liability. Discounts on debts are amortized over the contractual life of the related debt instrument using the effective interest method and are included in interest expense in the consolidated statements of operations. The Company reviews the terms of all notes issued to determine whether there are features, including redemption and conversion features, which are required to be bifurcated and accounted for separately as derivative financial instruments. Embedded derivatives are separated from the host contract and carried at fair value when the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract and a separate, standalone instrument with the same terms would qualify as a derivative instrument. The derivative is measured both initially and in subsequent periods at fair value, with changes in fair value recognized in the consolidated statements of operations Capital Units and Warrants Capital units may be classified as a liability, temporary capital (i.e., mezzanine capital) or permanent unitholders' capital. In order to determine the appropriate classification, an evaluation of the cash redemption features is required. Where there exists an absolute right of redemption presently or in the future, the units in question would be classified as a liability. If units are contingently redeemable upon the occurrence of an event that is outside of the issuer’s control, the units are classified as mezzanine capital. The probability that the redemption event will occur is irrelevant. If no redemption features exist, or if a contingent redemption feature is within the Company’s control, the capital unit would be considered permanent unitholders' capital. Warrants to acquire units may be classified as a liability or permanent capital. In order to determine the appropriate classification consideration is given as to whether the warrants are indexed to the Company’s own common units and whether the warrant holders could potentially require net cash settlement in a circumstance outside of the Company’s control, among other conditions. The assessment, which requires the use of judgement, is conducted at the time of warrant issuance and as of each reconsideration and balance sheet date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for unitholders' capital classification, the warrants are recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all of the criteria for unitholders' capital classification, the warrants are recorded as a liability at their initial fair value on the date of issuance and remeasured at fair value as of each reconsideration and balance sheet date thereafter. Revenue Recognition The Company earns management fees, consulting revenue and carried interest allocations from investment advisory services it provides to its customers. Revenue is recognized when control of the promised services is transferred to customers in an amount that reflects the consideration the Company expects to receive in exchange for those services. Investment advisory services are entered into for the purpose of generating investment returns in exchange for carried interest allocations. Administrative services include the necessary overhead incurred by the Company in order to manage capital balances and are provided in exchange for a management fee. Carried interest allocations are recognized at a point in time, while management fees are recognized over time. Management Fees Management fees are generally 1-2% of capital committed to Innventus ESG Fund I, L.P. (the “Fund") for which the Company serves as an advisor. Management fees are recognized over the period during which the related services are performed. The administrative services are comprised of distinct service periods (quarters) because the services are performed over time each quarter. Management fees are generally calculated and paid to the Company on a quarterly basis in advance, based on the amount of capital commitments at the beginning of the quarter. Changes in the Company’s management fee revenues from quarter to quarter are driven by changes in the quarterly opening balances of capital commitments. The Company considers management fees to be a form of variable consideration, as the amount earned each quarter may depend on various contingencies, such as changes in committed or invested capital. Management fees, however, are generally fully recognized at the end of each reporting period and are not subject to clawback and, therefore, the value of the management fees the Company is entitled to receive at the end of each quarter is generally no longer subject to the constraint. Carried Interest Carried interest allocations include the allocation of performance-based fees, commonly referred to as carried interest, to the Company from unaffiliated limited partners invested in the Fund. The Company is entitled to a carried interest allocation (typically 10% to 20%) based on cumulative fund or account performance to date, irrespective of whether such amounts have been realized. These carried interest allocations are subject to the achievement of minimum return levels (typically 8%). Carried interest is allocated based on cumulative returns, and is therefore reversible until gains are realized that exceed the return threshold. Accordingly, the Company considers the variable consideration related to carried interest to be constrained. Carried interest allocations are treated as service fees paid to the Company and the Company recognizes amounts when significant reversal is no longer probable. Consulting revenue Consulting services include investigative analysis, due diligence and opportunity assessment for third party customers. Consulting revenue is recognized as the services are provided to the customer as the Company completes its relevant analysis or deliverables for the customer. Net Loss Per Unit Basic loss per unit is calculated by dividing net income attributable to common unit holders by the weighted-average number of units outstanding during the period. Unit-Based Compensation The Company's unit-based compensation consists of profit interest units issued to certain employees and nonemployees of the Company. The Company recognizes expense for services received in exchange for unit-based compensation based on the grant date fair value of the awards. The Company recognizes non-cash compensation expense attributable to these grants on a straight-line basis over the requisite service period, which is generally the vesting period. Expense related to grants of unit-based awards is included in the respective expense category in which the employee serves in the consolidated statements of operations. The Company recognizes forfeitures as they occur. Income Taxes The Company qualifies as a partnership for federal income tax purposes. Consequently, federal income taxes are not payable or provided by the Company. Members are taxed individually on their pro rata ownership share of the Company’s earnings. The Company’s net income or loss is allocated to the members in accordance with the Company’s operating agreement. The Company has no material unrecognized income tax benefits or uncertain tax positions. Entities within the consolidated group that are considered a corporation for federal income tax purposes, recognize deferred income tax assets and liabilities for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using currently enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred income tax assets and liabilities is recognized on the consolidated statements of operations in the period that includes the enactment date. Management periodically assesses the recoverability of its deferred income tax assets based upon expected future earnings, taxable income in prior carryback years, future deductibility of the asset, changes in applicable tax laws and other factors. If management determines that it is not more likely than not that the deferred tax asset will be fully recoverable in the future, a valuation allowance will be established for the difference between the asset balance and the amount expected to be recoverable in the future. This allowance will result in additional income tax expense. Further, the Company records its income taxes receivable and payable based upon its estimated income tax position. Recently Adopted Accounting Pronouncements In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). ASU 2016-13 replaced the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. ASU 2016-13 was originally effective for fiscal years beginning after December 15, 2019, with early adoption permitted. In October 2019, the FASB issued ASU No. 2019-10 , Financial Instruments-Credit Losses (Topic 326): Effective Dates, to finalize the effective date delays for private companies, not-for-profits, and smaller reporting companies applying the current expected credit losses (“CECL”) standards. ASU 2016-13 is now effective for reporting periods beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2016-13 on January 1, 2023 and the adoption did not have a material impact on the Company’s consolidated financial statements. Recently Issued But Not Yet Adopted Accounting Standards In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions ("ASU 2022-03"). ASU 2022-03 clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company is currently assessing the impact of ASU 2022-03 on its consolidated financial statements. In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative (“ASU 2023-06”). This standard modifies the disclosure or presentation requirements of a variety of topics and aligns requirements with the SEC’s existing disclosure requirements. ASU 2023-06 is effective on the date each amendment is removed from Regulation S-X or Regulation S-K with early adoption prohibited. The Company will monitor the removal of various requirements from the current regulations in order to determine when to adopt the related amendments, but does not anticipate the adoption of the new guidance will have a material impact on the Company’s consolidated financial statements. The Company will continue to evaluate the impact of this guidance on its consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which enhances prior reportable segment disclosure requirements in part by requiring entities to disclose significant expenses related to their reportable segments. The amendments in ASU 2023-07 are effective on a retrospective basis for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this accounting standard will have its segment disclosures in Note 15. Business Segment Data. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), which requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid to enhance the transparency and decision usefulness of income tax disclosures. The amendments in this ASU are effective for annual periods beginning after December 15, 2024 on a prospective basis. The Company is currently evaluating the impact that ASU 2023-09 will have on its consolidated financial statements and notes thereto. Note 2. Accounting Policies Basis of Presentation These condensed consolidated financial statements are unaudited and should be read in conjunction with the Company's most recent annual audited consolidated financial statements and notes thereto. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. We use the same accounting policies in preparing quarterly and annual financial statements. Going Concern In connection with the Company’s assessment of going concern considerations, management has determined that in order to maintain its current level of operations, the Company will require additional working capital from either cash flows from operations or from the sale of its capital or issuance of debt. The Company intends to obtain additional financing in the future to proceed with its business plans. The future value of investments held is unpredictable and subject to market events outside of the Company’s control. If the Company is unable to acquire additional working capital, it will be required to significantly reduce its current level of operations. Furthermore, the Company’s technology segment has not yet begun commercial operations so does not yet have any sources of revenue. The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern within one year after the date of the accompanying condensed consolidated financial statements are issued; however, the above conditions raise substantial doubt about the Company’s ability to do so. The condensed consolidated financial statements do not include any adjustments to reflect the probable future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern. There can be no assurance that management will be successful in implementing its business plan or that the successful implementation of such business plan will actually improve the Company's operating results. Recently Adopted Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. This ASU clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. This ASU is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company adopted this ASU on January 1, 2024, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued But Not Yet Adopted Accounting Standards In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which enhances prior reportable segment disclosure requirements in part by requiring entities to disclose significant expenses related to their reportable segments. The amendments in ASU 2023-07 are effective on a retrospective basis for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this accounting standard will have on its segment disclosures.

SHAREHOLDERS' DEFICIT

6 Months Ended

Jun. 30, 2024

Class of Stock [Line Items]

Unitholders' Deficit

Note 8. Unitholders' Deficit


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	3,608,545	2,226,144
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,585,125

Voting

Preferred Return

Liquidation Preference

Allocations

Class A, Class B Preferred, Class B-1 Preferred and Class C shall participate in the Company’s business and all assets not held within Class PCTA or Class I.

Transactions


	Class B Preferred Units	Class B-1 Preferred Units	Class A Units	Class C Units
Balance – January 1, 2022:	671,254	—	10,875,000	453,125
Unit issuance	1,554,890	342,608	—	1,132,000
Balance – December 31, 2022	2,226,144	342,608	10,875,000	1,585,125
Unit issuance	1,748,684	—	—	—
Units forfeited	—	—	—	(15,000)
Unit conversions	135,133	—	—	—
Balance – December 31, 2023	4,109,961	342,608	10,875,000	1,570,125

Note 8. Unitholders' Deficit


	June 30, 2024		December 31, 2023
	Units Authorized	Units Issued and Outstanding	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	6,722,562	5,259,591	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608	2,600,000	342,608
Class A Units	10,975,000	10,875,000	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125	1,585,125	1,570,125

Preferred Return

Transactions

Learn CW Investment Corporation

Class of Stock [Line Items]

Unitholders' Deficit

NOTE 9. SHAREHOLDERS’ DEFICIT

Preference Shares — The Company is authorized to issue 1,000,000 shares of $0.0001 par value preference shares. At December 31, 2023, and 2022, there were no preference shares issued or outstanding.

Class A Ordinary Share — The Company is authorized to issue up to 200,000,000 shares of Class A, $0.0001 par value ordinary share. Holders of the Company’s Class A ordinary share are entitled to one vote for each share. At December 31, 2023, and 2022, there were zero shares of Class A ordinary share issued or outstanding, (excluding the 9,338,421 and 23,000,000 Class A shares, respectively, subject to possible redemption).

Class B Ordinary Share — The Company is authorized to issue up to 20,000,000 Class B ordinary shares, $0.0001 par value. Holders of the Company’s ordinary shares are entitled to one vote for each share. As of December 31, 2023, and 2022, there were 5,750,000 Class B ordinary shares issued and outstanding.

The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Business Combination on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like. In the case that additional Class A ordinary shares, or equity linked securities, are issued or deemed issued in excess of the amounts offered in the Initial Public Offering and related to the closing of a Business Combination, the ratio at which Class B ordinary shares shall convert into Class A ordinary shares will be adjusted (unless the holders of a majority of the outstanding Class B ordinary shares agree to waive such adjustment with respect to any such issuance or deemed issuance) so that the number of Class A ordinary shares issuable upon conversion of all Class B ordinary shares will equal, in the aggregate, on an as converted basis, 20% of the sum of the total number of all ordinary shares outstanding upon the completion of the Initial Public Offering plus all Class A ordinary shares and equity linked securities issued or deemed issued in connection with a Business Combination (excluding any shares or equity linked securities issued, or to be issued, to any seller in a Business Combination, and any private placement-equivalent warrants issued to the sponsor or its affiliates upon conversion of loans made to the Company). Holders of Founder Shares may also elect to convert their Class B ordinary shares into an equal number of Class A ordinary shares, subject to adjustment as provided above, at any time.

The Company may issue additional ordinary shares or preference shares to complete its Business Combination or under an employee incentive plan after completion of its Business Combination.

Note 9 – Shareholders’ Deficit

Preference Shares — The Company is authorized to issue 1,000,000 preference shares with a par value of $0.0001 per share. At June 30, 2024 and December 31, 2023, there were no preference shares issued or outstanding, respectively.

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. Holders of Class A ordinary shares are entitled to one vote for each share. At June 30, 2024 and December 31, 2023, there were zero Class A ordinary shares issued or outstanding (excluding the 9,338,421 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. Holders of the Class B ordinary shares are entitled to one vote for each share. At June 30, 2024 and December 31, 2023, there were 5,750,000 Class B ordinary shares issued and outstanding, respectively.

The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of an initial business combination on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like. In the case that additional Class A ordinary shares, or equity linked securities, are issued or deemed issued in excess of the amounts offered in the Initial Public Offering and related to the closing of such business combination, the ratio at which Class B ordinary shares shall convert into Class A ordinary shares will be adjusted (unless the holders of a majority of the outstanding Class B ordinary shares agree to waive such adjustment with respect to any such issuance or deemed issuance) so that the number of Class A ordinary shares issuable upon conversion of all Class B ordinary shares will equal, in the aggregate, on an as converted basis, 20% of the sum of the total number of all ordinary shares outstanding upon the completion of the Initial Public Offering plus all Class A ordinary shares and equity linked securities issued or deemed issued in connection with such business combination (excluding any shares or equity linked securities issued, or to be issued, to any seller in the business combination, and any private placement-equivalent warrants issued to the Sponsor or its affiliates upon conversion of loans made to the Company). Holders of Founder Shares may also elect to convert their Class B ordinary shares into an equal number of Class A ordinary shares, subject to adjustment as provided above, at any time.

The Company may issue additional ordinary shares or preference shares to complete its initial business combination or under an employee incentive plan after completion of its initial business combination.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/recommendedDisclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483014/272-10-45-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482987/272-10-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27)(b))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(28))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

+ Details

- Definition

The entire disclosure for equity.

+ References

+ Details

Unit-based Compensation - Fair Value Assumptions (Details)	12 Months Ended
	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected annual dividend yield	0.00%
Class C units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected annual dividend yield	0.00%
Expected volatility, minimum	50.40%
Expected volatility, maximum	52.70%
Risk-free rate of return, minimum	1.50%
Risk-free rate of return, maximum	3.11%
Expected term (years)	5 years

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 1D
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480483/718-10-35-1D

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480483/718-10-35-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(ii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(01)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(02)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(03)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(ii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(01)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(02)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(03)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(ii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iv)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(v)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

+ Details

Accounting Policies	6 Months Ended
Accounting Policies	Jun. 30, 2024
Accounting Policies [Abstract]
Accounting Policies	Note 2. Accounting Policies Basis of Presentation The consolidated financial statements of the Company are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of the Company and its controlled subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Reclassifications Certain amounts reported previously have been reclassified to conform to the current year presentation with no effect on total unitholders' deficit, or net income as previously reported. These reclassifications relate primarily to creation of new captions for balances that meet certain reporting thresholds in the current period and collapsing certain nonmaterial balances that no longer met reporting thresholds into summarized captions in the financial statements. Going Concern As of December 31, 2023, the Company had cash balance of $2,575, accumulated deficit of $64,284 and a working capital deficit of $2,504. During the year ended December 31, 2023, the Company incurred a net loss of $30,984. Management believes the Company will continue to incur losses and negative cash flows from operating activities for the foreseeable future and will need additional capital or debt financing to sustain its operations until it can achieve long-term profitability and positive cash flows. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations, or obtaining additional financing from its unitholders or other sources, as may be required. In order to maintain its current level of operations, the Company will require additional working capital from either cash flows from operations or from the sale of its capital or issuance of debt. The Company intends to obtain additional financing in the future to proceed with its business plans. With approval of the Class PCTA Unitholders, the Company has the ability to sell shares of common stock of PureCycle Technologies, Inc. ("PCT"), an unrelated third-party, held by the Company, once certain lock-up periods have expired (see Note 3. Investments). As of December 31, 2023, the Company holds less than 2% of the outstanding shares of common stock of PCT. However, the future value of investments held is unpredictable and subject to market events outside of the Company’s control. If the Company is unable to acquire additional working capital, it will be required to significantly reduce its current level of operations. Furthermore, the Company’s technology segment has not yet begun commercial operations so does not yet have any sources of revenue. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern within one year after the date of the accompanying consolidated financial statements are issued; however, the above conditions raise substantial doubt about the Company’s ability to do so. The consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern. There can be no assurance that management will be successful in implementing its business plan or that the successful implementation of such business plan will actually improve our operating results. Basis of Consolidation The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the Unites States of America ("GAAP"). The consolidated financial statements include the accounts of the Company, its wholly owned or majority-owned subsidiaries and entities in which the Company is deemed to have a direct or indirect controlling financial interest based on either a variable interest model or voting interest model. All intercompany transactions and balances have been eliminated in consolidation Non-controlling Interest Non-controlling interest (“NCI”) on the consolidated balance sheets represents the portion of consolidated subsidiaries that are not owned by the Company after consideration of contractual agreements that govern allocations of income or loss. The Company reports NCI in unitholders' deficit, separate from the parent’s deficit, on the consolidated balance sheets. In addition, the Company reports net loss attributable to NCI separately in the consolidated statements of operations. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Management bases its estimates on historical experience and on various other factors it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Accordingly, actual results could differ materially from those estimates. Significant items subject to such estimates and assumptions include the valuation of the Company’s capital units, the valuation of the Company’s investments that do not yet have readily available market quotations, the valuation of warrants, and valuation of derivatives within the Company’s financial instruments. Fair Value Measurements The Company accounts for certain assets and liabilities at fair value. Accounting Standards Codification ("ASC") 820, Fair Value Measurement establishes three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. The Company categorizes each of its fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 – Valuations based on unadjusted quoted prices for identical assets or liabilities in an active market that the Company has the ability to access at the measurement date. Level 2 – Valuations based on observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data at the measurement date for substantially the full term of the assets or liabilities. Level 3 – Valuations based on unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. Gains and losses for such assets and liabilities categorized within the Level 3 table set forth in “Note 4. Fair Value” may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3). In making a good faith determination of the fair value of its investments, the Company considers valuation methodologies consistent with industry practice. Valuation methods utilized may include, but are not limited to the following: comparisons to prices from secondary market transactions; venture capital financings; public offerings; purchase or sales transactions; as well as analysis of financial ratios and valuation metrics of the portfolio companies that issued such private equity securities to peer companies that are public, analysis of the portfolio companies’ most recent financial statements and forecasts, and the markets in which the portfolio company does business, and other relevant factors. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the realized gains or losses on investments to be different from the net change in unrealized appreciation or depreciation currently reflected in the consolidated financial statements. Investments Equity Method Investments Equity method investments are investments where the Company does not consolidate the investee, but can exert significant influence over the financial and operating policies of the investee. The carrying value of our equity method investments is determined based on amounts invested by the Company, adjusted for the Company’s share in the earnings or losses of each investee, after consideration of contractual arrangements that govern allocations of income or loss, less distributions received. For investments where the specified allocations of income or loss are different from the allocation of cash from operations and on liquidation, the Company utilizes the hypothetical liquidation book value method to allocate income or loss from the equity method investment. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. Cash distributions received as a result of the Company’s share of cumulative earnings are classified as operating activities. Cash distributions, if any, received that are in excess of the Company’s share of cumulative earnings or losses are classified as investing activities. Exchange-traded Investments Exchange-traded equity investments are generally carried at fair value on the consolidated balance sheets with changes in the fair value recorded through net income (“FVTNI”) within non-operating income (expense). Variable Interest and Voting Interest Entities The Company performs an analysis of its investments to determine if they are either a Variable Interest Entity (“VIE”) or a Voting Interest Entity (“VOE”). Factors considered in this analysis include the entity’s legal organization, the entity’s capital structure, the rights of equity investment holders and the Company’s contractual involvement with, and economic interest in, the entity and any related party or de facto agent implications of the Company’s involvement with the entity. Entities that are determined to be VIEs are consolidated if the Company is the primary beneficiary (“PB”) of the entity. VOEs are typically consolidated if the Company holds the majority voting interest. If the Company is not deemed to be the primary beneficiary in a VIE, the Company accounts for the investment or other variable interests in a VIE in accordance with GAAP. Upon the occurrence of certain events (such as changes in the investment or the governance structure) management reviews and reconsiders its previous conclusion regarding the status of an entity as a VIE or a VOE. Additionally, management continually reconsiders whether the Company is deemed to be a VIE’s PB that consolidates such an entity. Consolidation of Variable Interest Entities. Certain investments for which a controlling financial interest is achieved through arrangements that do not involve or are not directly linked to voting interests are deemed consolidated VIEs. The Company reviews factors, including whether or not (1) the entity has equity at risk that is sufficient to permit the entity to finance its activities without additional subordinated support from other parties and (2) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns, and the right to direct the activities of the entity that most significantly impact the entity’s economic performance, to determine if the investment product is a VIE. The PB of a VIE is defined as the variable interest holder that has a controlling financial interest in the VIE. A controlling financial interest is defined as (1) the power to direct the activities of the VIE that most significantly impact its economic performance and (2) the obligation to absorb losses of the entity or the right to receive benefits from the entity that potentially could be significant to the VIE. Consolidation of Voting Interest Entities. The Company is required to consolidate an investee to the extent that Innventure can exert control over the financial and operating policies of the investee, which generally exists if there is a greater than 50% voting equity interest. Impairments of Investments Management periodically assesses equity method investments for impairment. If impairment exists, an impairment charge would be recorded for the excess of the carrying amount of the investment over its estimated fair value in the consolidated statements of operations. Impairment evaluation considers qualitative factors, including the financial conditions and specific events related to an investee, that may indicate the fair value of the investment is less than its carrying value. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents primarily consist of cash, money market funds and short-term, highly liquid investments with original maturities of three months or less. The Company has concentrated credit risk for cash and cash equivalents by maintaining deposits in banks, which may, at times, exceed amounts covered by insurance provided by the US Federal Deposit Insurance Corporation. Cash that is restricted and not available for general operations is considered restricted cash. The Company's restricted cash is related to cash received through the Company's Class B Preferred Units capital raise and held in escrow prior to finalization of the Class B Preferred Units investment. As of December 31, 2023 and 2022, the Company had restricted cash related to the capital raise of $100 and $0, respectively. Additionally, the Company maintains certain compensating balances that may be withdrawn, but the availability of short-term lines of credit is dependent upon the maintenance of such compensating balances. As of December 31, 2023 and 2022, the Company had compensating balances of $300 and $0, respectively. Property, Plant and Equipment The Company records property, plant and equipment at cost less accumulated depreciation. The Company depreciates the cost of property, plant and equipment using the straight-line method with depreciable lives of 10 years for Machinery & equipment, 3 years for Computers & office equipment, and lesser of useful life or lease terms for Leasehold improvements. The Company expenses normal maintenance and repair costs as incurred. Impairment of Long-Lived Assets The Company assesses its property, plant and equipment and other long lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable in accordance with ASC 360, "Property, Plant and Equipment." Recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to the future undiscounted net cash flows expected to be generated by the asset. In the event such an asset is considered impaired, the impairment to be recognized is measured by the amount by which the carrying value of the asset exceeds the estimated fair value of the asset. Assets to be disposed of are reported at the lower of the carrying value of estimated fair value less estimated costs to sell. Due from Related Parties Due from related parties includes amounts receivable from the Company’s equity method investees. Refer to Note 13. Related Party Transactions for further disclosure of transactions with related parties. Notes Payable, Convertible Promissory Note Due to Related Party and Convertible Promissory Note The Company's debt is carried on the consolidated balance sheets on a historical cost basis net of unamortized discounts and premiums. Costs associated with acquiring debt are presented netted against the principal balance as a debt discount. The debt discount is presented in the consolidated balance sheets as a direct deduction from the carrying amount of the debt liability. Discounts on debts are amortized over the contractual life of the related debt instrument using the effective interest method and are included in interest expense in the consolidated statements of operations. The Company reviews the terms of all notes issued to determine whether there are features, including redemption and conversion features, which are required to be bifurcated and accounted for separately as derivative financial instruments. Embedded derivatives are separated from the host contract and carried at fair value when the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract and a separate, standalone instrument with the same terms would qualify as a derivative instrument. The derivative is measured both initially and in subsequent periods at fair value, with changes in fair value recognized in the consolidated statements of operations Capital Units and Warrants Capital units may be classified as a liability, temporary capital (i.e., mezzanine capital) or permanent unitholders' capital. In order to determine the appropriate classification, an evaluation of the cash redemption features is required. Where there exists an absolute right of redemption presently or in the future, the units in question would be classified as a liability. If units are contingently redeemable upon the occurrence of an event that is outside of the issuer’s control, the units are classified as mezzanine capital. The probability that the redemption event will occur is irrelevant. If no redemption features exist, or if a contingent redemption feature is within the Company’s control, the capital unit would be considered permanent unitholders' capital. Warrants to acquire units may be classified as a liability or permanent capital. In order to determine the appropriate classification consideration is given as to whether the warrants are indexed to the Company’s own common units and whether the warrant holders could potentially require net cash settlement in a circumstance outside of the Company’s control, among other conditions. The assessment, which requires the use of judgement, is conducted at the time of warrant issuance and as of each reconsideration and balance sheet date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for unitholders' capital classification, the warrants are recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all of the criteria for unitholders' capital classification, the warrants are recorded as a liability at their initial fair value on the date of issuance and remeasured at fair value as of each reconsideration and balance sheet date thereafter. Revenue Recognition The Company earns management fees, consulting revenue and carried interest allocations from investment advisory services it provides to its customers. Revenue is recognized when control of the promised services is transferred to customers in an amount that reflects the consideration the Company expects to receive in exchange for those services. Investment advisory services are entered into for the purpose of generating investment returns in exchange for carried interest allocations. Administrative services include the necessary overhead incurred by the Company in order to manage capital balances and are provided in exchange for a management fee. Carried interest allocations are recognized at a point in time, while management fees are recognized over time. Management Fees Management fees are generally 1-2% of capital committed to Innventus ESG Fund I, L.P. (the “Fund") for which the Company serves as an advisor. Management fees are recognized over the period during which the related services are performed. The administrative services are comprised of distinct service periods (quarters) because the services are performed over time each quarter. Management fees are generally calculated and paid to the Company on a quarterly basis in advance, based on the amount of capital commitments at the beginning of the quarter. Changes in the Company’s management fee revenues from quarter to quarter are driven by changes in the quarterly opening balances of capital commitments. The Company considers management fees to be a form of variable consideration, as the amount earned each quarter may depend on various contingencies, such as changes in committed or invested capital. Management fees, however, are generally fully recognized at the end of each reporting period and are not subject to clawback and, therefore, the value of the management fees the Company is entitled to receive at the end of each quarter is generally no longer subject to the constraint. Carried Interest Carried interest allocations include the allocation of performance-based fees, commonly referred to as carried interest, to the Company from unaffiliated limited partners invested in the Fund. The Company is entitled to a carried interest allocation (typically 10% to 20%) based on cumulative fund or account performance to date, irrespective of whether such amounts have been realized. These carried interest allocations are subject to the achievement of minimum return levels (typically 8%). Carried interest is allocated based on cumulative returns, and is therefore reversible until gains are realized that exceed the return threshold. Accordingly, the Company considers the variable consideration related to carried interest to be constrained. Carried interest allocations are treated as service fees paid to the Company and the Company recognizes amounts when significant reversal is no longer probable. Consulting revenue Consulting services include investigative analysis, due diligence and opportunity assessment for third party customers. Consulting revenue is recognized as the services are provided to the customer as the Company completes its relevant analysis or deliverables for the customer. Net Loss Per Unit Basic loss per unit is calculated by dividing net income attributable to common unit holders by the weighted-average number of units outstanding during the period. Unit-Based Compensation The Company's unit-based compensation consists of profit interest units issued to certain employees and nonemployees of the Company. The Company recognizes expense for services received in exchange for unit-based compensation based on the grant date fair value of the awards. The Company recognizes non-cash compensation expense attributable to these grants on a straight-line basis over the requisite service period, which is generally the vesting period. Expense related to grants of unit-based awards is included in the respective expense category in which the employee serves in the consolidated statements of operations. The Company recognizes forfeitures as they occur. Income Taxes The Company qualifies as a partnership for federal income tax purposes. Consequently, federal income taxes are not payable or provided by the Company. Members are taxed individually on their pro rata ownership share of the Company’s earnings. The Company’s net income or loss is allocated to the members in accordance with the Company’s operating agreement. The Company has no material unrecognized income tax benefits or uncertain tax positions. Entities within the consolidated group that are considered a corporation for federal income tax purposes, recognize deferred income tax assets and liabilities for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using currently enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred income tax assets and liabilities is recognized on the consolidated statements of operations in the period that includes the enactment date. Management periodically assesses the recoverability of its deferred income tax assets based upon expected future earnings, taxable income in prior carryback years, future deductibility of the asset, changes in applicable tax laws and other factors. If management determines that it is not more likely than not that the deferred tax asset will be fully recoverable in the future, a valuation allowance will be established for the difference between the asset balance and the amount expected to be recoverable in the future. This allowance will result in additional income tax expense. Further, the Company records its income taxes receivable and payable based upon its estimated income tax position. Recently Adopted Accounting Pronouncements In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). ASU 2016-13 replaced the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. ASU 2016-13 was originally effective for fiscal years beginning after December 15, 2019, with early adoption permitted. In October 2019, the FASB issued ASU No. 2019-10 , Financial Instruments-Credit Losses (Topic 326): Effective Dates, to finalize the effective date delays for private companies, not-for-profits, and smaller reporting companies applying the current expected credit losses (“CECL”) standards. ASU 2016-13 is now effective for reporting periods beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2016-13 on January 1, 2023 and the adoption did not have a material impact on the Company’s consolidated financial statements. Recently Issued But Not Yet Adopted Accounting Standards In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions ("ASU 2022-03"). ASU 2022-03 clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company is currently assessing the impact of ASU 2022-03 on its consolidated financial statements. In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative (“ASU 2023-06”). This standard modifies the disclosure or presentation requirements of a variety of topics and aligns requirements with the SEC’s existing disclosure requirements. ASU 2023-06 is effective on the date each amendment is removed from Regulation S-X or Regulation S-K with early adoption prohibited. The Company will monitor the removal of various requirements from the current regulations in order to determine when to adopt the related amendments, but does not anticipate the adoption of the new guidance will have a material impact on the Company’s consolidated financial statements. The Company will continue to evaluate the impact of this guidance on its consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which enhances prior reportable segment disclosure requirements in part by requiring entities to disclose significant expenses related to their reportable segments. The amendments in ASU 2023-07 are effective on a retrospective basis for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this accounting standard will have its segment disclosures in Note 15. Business Segment Data. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), which requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid to enhance the transparency and decision usefulness of income tax disclosures. The amendments in this ASU are effective for annual periods beginning after December 15, 2024 on a prospective basis. The Company is currently evaluating the impact that ASU 2023-09 will have on its consolidated financial statements and notes thereto. Note 2. Accounting Policies Basis of Presentation These condensed consolidated financial statements are unaudited and should be read in conjunction with the Company's most recent annual audited consolidated financial statements and notes thereto. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. We use the same accounting policies in preparing quarterly and annual financial statements. Going Concern In connection with the Company’s assessment of going concern considerations, management has determined that in order to maintain its current level of operations, the Company will require additional working capital from either cash flows from operations or from the sale of its capital or issuance of debt. The Company intends to obtain additional financing in the future to proceed with its business plans. The future value of investments held is unpredictable and subject to market events outside of the Company’s control. If the Company is unable to acquire additional working capital, it will be required to significantly reduce its current level of operations. Furthermore, the Company’s technology segment has not yet begun commercial operations so does not yet have any sources of revenue. The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern within one year after the date of the accompanying condensed consolidated financial statements are issued; however, the above conditions raise substantial doubt about the Company’s ability to do so. The condensed consolidated financial statements do not include any adjustments to reflect the probable future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern. There can be no assurance that management will be successful in implementing its business plan or that the successful implementation of such business plan will actually improve the Company's operating results. Recently Adopted Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. This ASU clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. This ASU is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company adopted this ASU on January 1, 2024, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued But Not Yet Adopted Accounting Standards In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which enhances prior reportable segment disclosure requirements in part by requiring entities to disclose significant expenses related to their reportable segments. The amendments in ASU 2023-07 are effective on a retrospective basis for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this accounting standard will have on its segment disclosures.

Net Loss Per Unit (Tables)

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Earnings Per Unit Reconciliation

Presented in the table below is a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations for the year ended:


	Years ended December 31,
	2023		2022
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(30,845)	$	(32,757)
Less: cumulative earnings to participating unitholders	$	1,800	$	894
Less: deemed dividend related to Class PCTA and Class I Units	$	(5,366)	$	(7,063)
Net Loss Attributable to Class A Unitholders	$	(27,279)	$	(26,588)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(2.51)	$	(2.44)

The following table presents a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations using the two class method:


	Six months ended June 30,
	2024		2023
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(12,507)	$	1,020
Less: cumulative earnings to participating unitholders	1,492		779
Less: deemed dividend related to Class PCTA and Class I Units	4,777		7,912
Net Loss Attributable to Class A Unitholders	$	(18,776)	$	(7,671)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(1.73)	$	(0.71)

Initial Public Offering	6 Months Ended
Initial Public Offering	Jun. 30, 2024
Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
INITIAL PUBLIC OFFERING	NOTE 3. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering on October 13, 2021, the Company sold 23,000,000 Units, including 3,000,000 Units as a result of the underwriters’ exercise of their over-allotment option in full, at a purchase price of $10.00 per Unit. Each Unit consists of one share of the Company’s Class A ordinary share, and one-half of one Public Warrant. Each Public Warrant entitles the holder to purchase one share of Class A ordinary share at an exercise price of $11.50 per whole share (see Note 8). Note 3 – Initial Public Offering Pursuant to the Initial Public Offering on October 13, 2021, the Company sold 23,000,000 Units, including 3,000,000 Units as a result of the underwriter’s exercise of their over-allotment option in full, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share, and one-half of one Public Warrant. Each Public Warrant entitles the holder to purchase one Class A ordinary share at an exercise price of $11.50 per whole share (see Note 7).

Income Taxes (Tables)

6 Months Ended

Jun. 30, 2024

Income Tax Disclosure [Abstract]

Reconciliation of the Income Tax Provision

The following is a reconciliation of the income tax provision from the statutory federal income tax rate to the effective rate for the years ended December 31, 2023 and 2022:


	December 31,
	2023		2022
Income taxes at federal statutory rate	$	—	$	—
Tax on pre-tax earnings of corporate subsidiaries	(2,229)		(3,771)
Non-deductible expenses	631		3,615
Other permanent differences	(4)		82
Valuation allowance	1,602		74
Total Provision (Benefit) for Income Taxes	$	—	$	—

Deferred Tax Assets and Liabilities

Significant components of deferred tax assets and liabilities as of December 31, 2023 and 2022 are as follows:


	December 31,
	2023		2022
Deferred Tax Assets:
Deferred lease liabilities	189		—
Sec 174 expenses	766		—
Startup costs	3,614		3,615
Accrued bonus	171		—
Accrued expenses	7		—
Loss carry-forwards	1,663		74
Total Deferred Tax Assets	$	6,410	$	3,689
Less: Valuation allowance	(5,910)		(3,689)
Net Deferred Tax Assets	$	500	$	—

Deferred Tax Liabilities:
Amortization	$	(323)	$	—
ROU assets	(177)		—
Total Deferred Tax Liabilities	$	(500)	$	—
Net Deferred Tax Assets	$	—	$	—

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Provision for income tax	$ 0	$ 0	$ 0	$ 0
Valuation allowance on deferred tax assets			5,910	$ 3,689
Increase in valuation allowance on deferred tax assets			2,221
Federal
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards			$ 7,920

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (ee)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.7)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-10

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Subparagraph (a)
-SubTopic 20
-Topic 740
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482659/740-20-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h))
-SubTopic 10
-Topic 235
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

+ Details

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS, Summary (Details)								6 Months Ended		11 Months Ended	12 Months Ended
	Aug. 12, 2024 USD ($)	Jul. 11, 2024 USD ($)	Apr. 13, 2024 USD ($)	Mar. 13, 2024 USD ($)	Feb. 13, 2024 USD ($)	Oct. 11, 2023 USD ($) extension $ / shares shares	Oct. 13, 2021 USD ($) extension $ / shares shares	Jun. 30, 2024 USD ($) Business $ / shares shares	Jun. 30, 2023 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2023 USD ($) Business $ / shares shares	Dec. 31, 2022 USD ($) $ / shares	Oct. 24, 2023 $ / shares	Oct. 18, 2023 $ / shares
Subsidiary, Sale of Stock [Line Items]
Ordinary shares, par value (in dollars per share) \| $ / shares													$ 0.0001
Warrant modification and contribution from Innventure1 LLC												$ 108,000
Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Number of securities called by each Unit (in shares) \| shares							1
Exercise price of warrant (in dollars per share) \| $ / shares											$ 1.60	$ 0.06
Cash deposited in Trust Account								$ 900,001	$ 345,000		$ 1,140,000	$ 0
Deferred underwriting fee								$ 7,780,500			$ 7,780,500
Net tangible asset threshold for Business Combination						$ 5,000,001	$ 5,000,001
Percentage of Public Shares that can be redeemed without prior consent								15.00%			15.00%
Period of time for an extension to consummate business combination						1 month	1 month				1 month
Stock conversion basis of Class B to Class A Ordinary shares at time of initial Business Combination						1	1	1			1
Deferred credit percentage											50.00%
Deferred credits								$ 586,918			$ 400,000	$ 0
Cash deposited in Trust Account				$ 150,000	$ 150,000
Period to redeem Public Shares if Business Combination is not completed within Initial Combination Period								10 days			10 days
Percentage of Public Shares for a portion of funds held in Trust Account								100.00%			100.00%
Unit issuance price (in usd per share) \| $ / shares											$ 10.00
Subsequent event \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Cash deposited in Trust Account	$ 150,000	$ 150,000	$ 150,000
Minimum \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Number of operating businesses included in Initial Business Combination \| Business								1			1
Fair market value as percentage of net assets held in Trust Account included in initial Business Combination								80.00%			80.00%
Post-transaction ownership percentage of the target business											100.00%
Maximum \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Number of times to extend period to consummate Business Combination \| extension						12	12
Amount to be deposited into Trust Account prior to deadline						$ 150,000	$ 150,000
Cash deposited in Trust Account per share (in dollars per share) \| $ / shares						$ 0.03	$ 0.03
Interest from Trust Account that can be held to pay dissolution expenses								$ 100,000			$ 100,000
Unit issuance price (in usd per share) \| $ / shares								$ 10.00			$ 10.00
Private Placement Warrants [Member] \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Exercise price of warrant (in dollars per share) \| $ / shares								0.15			0.02
Class A Units \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Ordinary shares, par value (in dollars per share) \| $ / shares								$ 0.0001			$ 0.0001	$ 0.0001		$ 0.0001
Stock Redeemed or Called During Period, Shares \| shares						13,661,579	13,661,579
Stock Redeemed or Called During Period, Value						$ 145,200,000	$ 145,200,000
Redemption price (in dollars per share) \| $ / shares						$ 10.63	$ 10.63
Initial Public Offering [Member] \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Units issued (in shares) \| shares							23,000,000
Number of securities called by each Unit (in shares) \| shares							1
Share price (in dollars per share) \| $ / shares							$ 10.00
Gross proceeds from initial public offering							$ 230,000,000					$ 230,000,000
Warrants issued (in shares) \| shares								18,646,000			18,646,000
Deferred Offering Costs							13,157,186	$ 0	$ 0	$ 13,157,186	$ 0	$ 0
Underwriting fee							2,446,000			2,446,000
Deferred underwriting fee							9,780,500			9,780,500
Other offering costs							930,686			930,686
Warrant modification and contribution from Innventure1 LLC							$ 781,595			$ 781,595
Initial Public Offering [Member] \| Warrants [Member] \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Exercise price of warrant (in dollars per share) \| $ / shares							$ 11.50
Initial Public Offering [Member] \| Class A Units \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Number of securities called by each Unit (in shares) \| shares							1
Ordinary shares, par value (in dollars per share) \| $ / shares							$ 0.0001
Number of shares issued upon exercise of warrant (in shares) \| shares							1
Over-Allotment Option [Member] \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Units issued (in shares) \| shares							3,000,000
Share price (in dollars per share) \| $ / shares							$ 10.00
Private Placement [Member] \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Cash deposited in Trust Account							$ 232,300,000
Cash deposited in Trust Account per Unit (in dollars per share) \| $ / shares							$ 10.10
Percentage of Public Shares that would not be redeemed if Business Combination is not completed within Initial Combination Period							100.00%				100.00%
Private Placement [Member] \| Private Placement Warrants [Member] \| Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
Share price (in dollars per share) \| $ / shares							$ 1.00
Warrants issued (in shares) \| shares							7,146,000
Gross proceeds from private placement							$ 7,146,000

Unit-based Compensation

6 Months Ended

Jun. 30, 2024

Share-Based Payment Arrangement [Abstract]

Unit-based Compensation

Note 9. Unit-based Compensation

Capital Incentive Plan

There were no units granted in 2023. The grant date fair value of units issued during 2022 was estimated using the Black-Scholes option-pricing model using the following assumptions:


			2022
Expected annual dividend yield			0.0%
Expected volatility			50.4% - 52.7%
Risk-free rate of return			1.5% - 3.11%
Expected term (years)			5

The summary of Class C Unit activity for the years ended December 31, 2023 and 2022 is as follows:


	Number of Class C Units	Weighted average grant date fair value		Weighted average recognition period (years)
Non-vested at January 1, 2022	453,125	$	0.02	2.00
Granted	1,132,000	1.07		—
Vested	(656,563)	0.69		—
Non-vested at December 31, 2022	928,562	0.82		2.22
Vested	(595,861)	0.67		—
Forfeited	(15,000)	1.05		—
Non-vested at December 31, 2023	317,701	$	1.09	1.93

Subsidiary Equity Plan

Note 9. Unit-based Compensation

Equity Incentive Plan

Subsidiary Equity Plan

Investments - Components (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Investments, All Other Investments [Abstract]
Equity-method investments	$ 5,594	$ 4,482	$ 2,984
Exchange-traded investments at fair value	12,331	9,685	16,841
Total Investments	$ 17,925	$ 14,167	$ 19,825

- Definition

This item represents the carrying amount on the entity's balance sheet of its investment in common stock of an equity method investee. This is not an indicator of the fair value of the investment, rather it is the initial cost adjusted for the entity's share of earnings and losses of the investee, adjusted for any distributions (dividends) and other than temporary impairment (OTTI) losses recognized.

+ References + Details

Unitholders' Deficit - Units Transactions (Details) - shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Class B Preferred Units \| Preferred Units
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	2,226,144	671,254
Unit issuance (in shares)	1,748,684	1,554,890
Units conversions (in shares)	135,133
Ending balance (in shares)	4,109,961	2,226,144
Class B-1 Preferred Units \| Preferred Units
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	342,608	0
Unit issuance (in shares)		342,608
Ending balance (in shares)	342,608	342,608
Class A Units \| Common Units
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	10,875,000	10,875,000
Ending balance (in shares)	10,875,000	10,875,000
Class C Units \| Common Units
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	1,585,125	453,125
Unit issuance (in shares)		1,132,000
Units forfeited (in shares)	(15,000)
Ending balance (in shares)	1,570,125	1,585,125

Commitment and Contingencies (Tables)

6 Months Ended

Jun. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Minimum Patent Royalties Payable

Minimum royalties for the MNC’s fiscal years thereafter are summarized in the following table:


Years Ending December 31,	Amount
2024	$	775
2025	700
2026	825
2027	825
2028	825
Thereafter	9,900
Total	$	13,850

The Company's minimum patent royalties included in Patent installment payables on the condensed consolidated balance sheets are due as follows:


Years Ending December 31,	Amount
2024	$	525
2025	$	700
2026	$	825
2027	$	825
2028	$	825
Thereafter	$	9,900
Total	$	13,600

Unitholders' Deficit (Tables)

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Units Authorized, Issued and Outstanding


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	3,608,545	2,226,144
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,585,125


	June 30, 2024		December 31, 2023
	Units Authorized	Units Issued and Outstanding	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	6,722,562	5,259,591	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608	2,600,000	342,608
Class A Units	10,975,000	10,875,000	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125	1,585,125	1,570,125

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27))
-SubTopic 10
-Topic 210
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(28))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-3

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-4

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-5

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481142/505-10-45-2

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-10

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-8

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 480
-SubTopic 10
-Section S99
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480244/480-10-S99-1

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-6

Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-7

+ Details

Commitment and Contingencies

6 Months Ended

Jun. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitment and Contingencies

Note 14. Commitments and Contingencies

PCT Guaranty

Patent Agreement Contingent Fees


Royalty Payments
7.5% plus the Cumulative Purchase Incentive1 applied to all direct revenue
15% plus the Cumulative Indirect Purchase Incentive1 applied to all indirect revenue

__________________

Minimum royalties for the MNC’s fiscal years thereafter are summarized in the following table:


Years Ending December 31,	Amount
2024	$	775
2025	700
2026	825
2027	825
2028	825
Thereafter	9,900
Total	$	13,850

Note 13. Commitments and Contingencies

PCT Guaranty

Patent Agreement Contingent Fees

The Company's minimum patent royalties included in Patent installment payables on the condensed consolidated balance sheets are due as follows:


Years Ending December 31,	Amount
2024	$	525
2025	$	700
2026	$	825
2027	$	825
2028	$	825
Thereafter	$	9,900
Total	$	13,600

Fair Value

6 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value

Note 4. Fair Value

Fair Value Hierarchy


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Totals
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347


December 31, 2022	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	16,841	$	—	$	—	$	16,841

Liabilities:
Embedded derivative liability	—		—		1,641		1,641
Related party payables	580		—		—		580

Derivative Liabilities


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	December 31, 2023		December 31, 2022
Discount Rate	35% - 36%		35% - 38%
Probability of Expected Outcomes
Financing	95	%	85	%
Change in control	3	%	10	%
Other	2	%	5	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 88%		—
Probability of Expected Outcomes
Financing	95	%	—
Change in control	3	%	—
Other	2	%	—

Significant increases or decreases to any of these inputs would result in a significantly higher or lower liability.

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability		Derivative Liability
Balance as of January 1, 2022	$	—	$	1,389
Issuance	1,576		—
Settlement	—		(1,431)
Change in fair value	65		42
Balance as of December 31, 2022	$	1,641	$	—
Issuance	1,119		—
Change in fair value	(766)		—
Balance as of December 31, 2023	$	1,994	$	—

The total net change in fair value included in earnings for the years ended December 31, 2023 and 2022 were $(766) and $107, respectively.

Note 4. Fair Value

Fair Value Hierarchy


June 30, 2024	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	12,331	$	—	$	—	$	12,331

Liabilities:
Related party payables	$	508	$	—	$	—	$	508


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347

Derivative Liabilities

the 2025 notes in a qualified financing. A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	Settlement		December 31, 2023
Discount Rate	35	%	35% - 36%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 87%		71% - 88%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Significant increases or decreases to any of these inputs would result in a significantly higher or lower liability.

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability
Balance as of December 31, 2022	$	1,641
Change in fair value	41
Issuance	647
Balance as of June 30, 2023	2,329

Balance as of December 31, 2023	1,994
Change in fair value	478
Settlement	$	(2,472)
Balance as of June 30, 2024	$	—

The total net change in fair value included in earnings for the six months ended June 30, 2024 and 2023 were $478 and $41, respectively.

The carrying amounts of prepaid expenses and other current assets, due from related parties, other assets, accounts payable, accrued expenses, accrued employee benefits, other current liabilities and other liabilities approximate fair value due to the short maturity terms of these instruments. The Company's convertible promissory notes were converted in March 2024 and the related embedded derivative liabilities settled as part of this conversion (see Note 5. Borrowings). The fair value of the Company's convertible promissory notes as of December 31, 2023, was $4,501.

- Definition

+ References

+ Details

COVER	6 Months Ended
COVER	Jun. 30, 2024
Cover [Abstract]
Document Type	S-1
Registrant Name	INNVENTURE, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	93-4440048
Entity Address, Address Line One	6900 Tavistock Lakes Blvd, Suite 400
Entity Address, City or Town	Orlando
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32827
City Area Code	321
Local Phone Number	209-6787
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Central Index Key	0002001557
Amendment Flag	false

Business Segment Data (Tables)

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Reportable Segment Information

Reportable segment information for the years ended December 31, 2023 and 2022, respectively, are as follows.


	Years ended December 31,
	2023		2022
Revenues:
Corporate	$	1,198	$	942
Elimination of management services provided to Technology	$	(81)	$	—
Consolidated Revenues	$	1,117	$	942

Interest Expense:
Corporate	$	329	$	675
Technology	$	1,039	$	223
Consolidated Interest Expense	$	1,368	$	898

Net Loss:
Corporate	$	(20,367)	$	(14,831)
Technology	$	(10,617)	$	(17,954)
Consolidated Net Loss	$	(30,984)	$	(32,785)

Capital Expenditures:
Technology	$	645	$	—
Consolidated Capital Expenditures	$	645	$	—


	December 31,
	2023		2022
Total Assets:
Corporate	$	22,953	$	26,633
Technology	$	16,246	$	2,642
Eliminations	$	(17,635)	$	(1,296)
Consolidated Total Assets	$	21,564	$	27,979

Reportable segment information for the six months ended June 30, 2024 and 2023, respectively, are as follows.


	Six months ended June 30,
	2024		2023
Revenues:
Corporate	$	501	$	646
Elimination of management services provided to Technology	$	(54)	$	(27)
Consolidated Revenues	$	447	$	619

Interest Expense:
Corporate	$	99	$	164
Technology	$	491	$	359
Consolidated Interest Expense	$	590	$	523

Net Loss:
Corporate	$	(8,403)	$	5,349
Technology	$	(10,437)	$	(4,385)
Consolidated Net Loss	$	(18,840)	$	964

Capital Expenditures:
Technology	$	706	$	124
Consolidated Capital Expenditures	$	706	$	124


	June 30, 2024		December 31, 2023
Total Assets:
Corporate	$	21,364	$	22,953
Technology	$	34,828	$	16,246
Eliminations	$	(23,800)	$	(17,635)
Consolidated Total Assets	$	32,392	$	21,564

Borrowings - Narrative (Details) $ / shares in Units, $ in Thousands			1 Months Ended	6 Months Ended		12 Months Ended
	Mar. 31, 2024 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) extension_option	Nov. 30, 2019 USD ($)	Jun. 30, 2024 USD ($) $ / shares shares	Jun. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) related_party $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Jun. 29, 2024	Jul. 03, 2023 USD ($)	Aug. 18, 2022 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2018 USD ($)
Debt Instrument [Line Items]
Accrued interest				$ 0		$ 634
Embedded derivative liability				0		1,994	$ 1,641
Unamortized discount				0		2,133	1,503
Repayments of notes payable				$ 590	$ 14	$ 65	4,037
Related party
Debt Instrument [Line Items]
Repayments of notes payable							$ 12
Common Class K
Debt Instrument [Line Items]
Common units outstanding (in shares) \| shares						0	0
Common units authorized (in shares) \| shares						0	0
Convertible debt \| Convertible promissory notes
Debt Instrument [Line Items]
Accrued interest						$ 634	$ 119
Notes principal									$ 2,000
Debt term				36 months		36 months	36 months
Interest rate	8.00%			8.00%		8.00%	8.00%
Principal amounts of notes converted	$ 6,000
Units issued for notes converted (in shares) \| shares	693,480
Unit price for notes converted (in usd per share) \| $ / shares	$ 9.74
Interest expense, debt				$ 231	89	$ 456	$ 105
Qualified financing event, gross proceeds minimum							$ 2,000
Qualified financing event, conversion, discount percentage							20.00%
Qualified financing event, conversion calculation, numerator							$ 200,000
Change in control, redemption multiplier							1.5
Change in control, redemption calculation, denominator							$ 200,000
Effective interest rate						27.00%
Embedded derivative liability									$ 1,119
Contractual interest expense				205	270	$ 583	119
Unamortized discount				0		$ 2,133	$ 1,472
Convertible debt \| Convertible promissory notes \| Related party
Debt Instrument [Line Items]
Notes principal										$ 4,000
Embedded derivative liability										$ 1,576
Notes payable
Debt Instrument [Line Items]
Number of related parties \| related_party						2
Notes payable \| Related party
Debt Instrument [Line Items]
Notes principal						$ 1,000
Notes payable \| Series 1 promissory notes
Debt Instrument [Line Items]
Maximum face amount of notes												$ 35,000
Notes principal		$ 4,936
Interest rate							12.00%
Warrant, percentage of principal		10.00%
Contractual period		3 years
Number of term extension options \| extension_option		2
Maturity, extended period		60 months
Interest rate if maturity extended, months 36-48		12.00%
Interest rate if maturity extended, months 48-60		15.00%
Event of default, conversion multiplier		2
Default interest rate, first 36 months		12.00%
Default interest rate, after first 36 months		18.00%
Principal amounts of notes converted				396	100	1,310	$ 1,602
Principal amount, maturity extended							$ 966
Extension term							12 months
Interest expense, debt				99	164	329	$ 485
Amortization of issuance costs				$ 0	$ 18	$ 32	$ 121
Notes payable \| Series 1 promissory notes \| Minimum
Debt Instrument [Line Items]
Debt term		36 months
Interest rate		9.00%
Notes payable \| Series 1 promissory notes \| Maximum
Debt Instrument [Line Items]
Debt term		48 months
Interest rate		12.00%
Notes payable \| Series 1 promissory notes \| Class B Preferred Units
Debt Instrument [Line Items]
Units issued for notes converted (in shares) \| shares				40,829	10,310	135,133	165,089
Unit price for notes converted (in usd per share) \| $ / shares				$ 9.6992	$ 9.6992	$ 9.6992	$ 9.6992
Notes payable \| Series 1 Promissory Notes, First Term Extension
Debt Instrument [Line Items]
Interest rate				12.00%	12.00%	12.00%	9.00%	9.00%
Principal amount, maturity extended				$ 122	$ 580	$ 829
Extension term						12 months
Notes payable \| Series 1 Promissory Notes, Second Term Extension
Debt Instrument [Line Items]
Interest rate				15.00%	15.00%	15.00%	12.00%	12.00%
Principal amount, maturity extended				$ 300	$ 366	$ 890
Extension term						12 months
Notes payable \| Series 1 Promissory Notes, Tranche One
Debt Instrument [Line Items]
Maximum face amount of notes												$ 1,000
Repayment bonus, discount percentage		5.00%
Notes payable \| Related party note \| Related party
Debt Instrument [Line Items]
Notes principal						$ 1,000
Notes payable \| Series 2 Promissory Notes
Debt Instrument [Line Items]
Maximum face amount of notes											$ 5,000
Notes principal		$ 3,680
Debt term		12 months
Interest rate		15.00%
Contractual period		12 months
Event of default, conversion multiplier		2
Interest expense, debt							$ 197
Amortization of issuance costs							14
Default interest rate		18.00%
Repayments of notes payable							3,680
Notes payable \| Innventure notes \| Related party
Debt Instrument [Line Items]
Notes principal			$ 700
Debt term			24 months
Interest rate			6.00%
Repayments of notes payable							$ 225
Notes payable \| Innventure1 LLC related party note \| Related party
Debt Instrument [Line Items]
Principal amounts of notes converted						$ 504
Unit price for notes converted (in usd per share) \| $ / shares						$ 9.6992
Notes payable \| Innventure1 LLC related party note \| Class B Preferred Units \| Related party
Debt Instrument [Line Items]
Units issued for notes converted (in shares) \| shares						52,010

Commitment and Contingencies - Narrative (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended	44 Months Ended	50 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2023	Jun. 30, 2024	Dec. 31, 2022	Apr. 22, 2020
Commitments and Contingencies Disclosure [Abstract]
Guaranty amount						$ 5,000
Amounts paid under the guaranty			$ 0	$ 0
Interest paid under the guaranty			0	0
Principal outstanding under the guaranty	$ 0	$ 0	$ 0	$ 0	$ 0
Other Commitments [Line Items]
Royalty, additional incentives percentage	2.50%
Minimum
Other Commitments [Line Items]
Royalty, base percentage	7.00%	7.50%
Royalty, additional incentives percentage		0.00%
Maximum
Other Commitments [Line Items]
Royalty, base percentage	15.00%	15.00%
Royalty, additional incentives percentage		2.50%

Business Segment Data (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
Business Segment Data (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Revenues:	$ 447	$ 619	$ 1,117	$ 942
Interest Expense:	590	523	1,368	898
Net Loss:	(18,840)	964	(30,984)	(32,785)
Capital Expenditures:	706	124	645	0
Total Assets:	32,392		21,564	27,979
Eliminations
Segment Reporting Information [Line Items]
Revenues:	(54)	(27)	(81)	0
Total Assets:	(23,800)		(17,635)	(1,296)
Corporate \| Operating segments
Segment Reporting Information [Line Items]
Revenues:	501	646	1,198	942
Interest Expense:	99	164	329	675
Net Loss:	(8,403)	5,349	(20,367)	(14,831)
Total Assets:	21,364		22,953	26,633
Technology \| Operating segments
Segment Reporting Information [Line Items]
Interest Expense:	491	359	1,039	223
Net Loss:	(10,437)	(4,385)	(10,617)	(17,954)
Capital Expenditures:	706	$ 124	645	0
Total Assets:	$ 34,828		$ 16,246	$ 2,642

FAIR VALUE MEASUREMENTS, Level 3 Fair Value Measurement Inputs of Private Placement Warrants (Details) - Learn CW Investment Corporation	Jun. 30, 2024 $ / shares	Dec. 31, 2023 $ / shares shares	Dec. 31, 2022 $ / shares	Oct. 13, 2021 $ / shares shares	Mar. 31, 2021 $ / shares
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares				1
Valuation Technique and Input, Description [Abstract]
Term (years)		5 years 9 months 14 days	5 years 3 months 14 days
Exercise price of warrant (in dollars per share) \| $ / shares		$ 1.60	$ 0.06
Initial Public Offering [Member]
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares				1
Initial Public Offering [Member] \| Class A Units
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares				1
Measurement Input, Share Price [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input		10.84	10.00
Measurement Input, Exercise Price [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input \| $ / shares		11.50	11.50
Measurement Input, Risk Free Interest Rate [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input		0.0378	0.0391
Measurement Input, Price Volatility [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input		0.0200	0.0450
Public Warrants [Member]
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares		0.2		0.2
Public Warrants [Member] \| Initial Public Offering [Member]
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares				0.5
Valuation Technique and Input, Description [Abstract]
Exercise price of warrant (in dollars per share) \| $ / shares				$ 11.50	$ 11.50
Private Placement Warrants [Member]
Valuation Technique and Input, Description [Abstract]
Term (years)	5 years 1 month 17 days	5 years 9 months 14 days
Exercise price of warrant (in dollars per share) \| $ / shares	$ 0.15	$ 0.02
Private Placement Warrants [Member] \| Measurement Input, Share Price [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input	10.90	10.84
Private Placement Warrants [Member] \| Measurement Input, Exercise Price [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input \| $ / shares	11.50	11.50
Private Placement Warrants [Member] \| Measurement Input, Risk Free Interest Rate [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input	0.0424	0.0378
Private Placement Warrants [Member] \| Measurement Input, Price Volatility [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input	0.035	0.020

Net Loss Per Unit (Tables)

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Earnings Per Unit Reconciliation

Presented in the table below is a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations for the year ended:


	Years ended December 31,
	2023		2022
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(30,845)	$	(32,757)
Less: cumulative earnings to participating unitholders	$	1,800	$	894
Less: deemed dividend related to Class PCTA and Class I Units	$	(5,366)	$	(7,063)
Net Loss Attributable to Class A Unitholders	$	(27,279)	$	(26,588)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(2.51)	$	(2.44)

The following table presents a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations using the two class method:


	Six months ended June 30,
	2024		2023
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(12,507)	$	1,020
Less: cumulative earnings to participating unitholders	1,492		779
Less: deemed dividend related to Class PCTA and Class I Units	4,777		7,912
Net Loss Attributable to Class A Unitholders	$	(18,776)	$	(7,671)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(1.73)	$	(0.71)

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Revenue
Total Revenue	$ 447	$ 619	$ 1,117	$ 942
Operating Expenses
General and administrative	16,283	5,824	17,589	9,011
Sales and marketing	2,549	1,206	3,205	1,157
Research and development	3,433	1,582	4,001	15,443
Total Operating Expenses	22,265	8,612	24,795	25,611
Loss from Operations	(21,818)	(7,993)	(23,678)	(24,669)
Non-operating (Expense) and Income
Interest expense, net	(448)	(476)	(1,224)	(890)
Change in fair value of embedded derivative liability	(478)	(41)	766	(65)
Equity method investment income	784	381	(632)	(63)
Loss on conversion of promissory notes	(1,119)	0
Total Non-operating (Expense) Income	2,978	8,957	(7,306)	(8,116)
Income tax expense	0	0	0	0
Net (Loss) Income	(18,840)	964	(30,984)	(32,785)
Less: Loss attributable to non-controlling interest	(6,333)	(56)	(139)	(28)
Net (Loss) Income Attributable to Innventure LLC Unitholders	(12,507)	1,020	(30,845)	(32,757)
Net Loss Attributable to Class A Unitholders	$ (18,776)	$ (7,671)	$ (27,279)	$ (26,588)
Basic loss per unit (in usd per share)	$ (1.73)	$ (0.71)	$ (2.51)	$ (2.44)
Basic weighted average Class A Units (in shares)	10,875,000	10,875,000	10,875,000	10,875,000
Management fee
Revenue
Total Revenue	$ 447	$ 444	$ 892	$ 789
Consulting
Revenue
Total Revenue	0	175	225	153
Nonrelated party
Non-operating (Expense) and Income
Net (loss) gain on investments	4,399	9,430	(6,448)	(7,196)
Related party
Non-operating (Expense) and Income
Net (loss) gain on investments	$ (160)	$ (337)	$ 232	$ 238

Revenues (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
Revenues (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Disaggregation of Revenue [Line Items]
Revenues	$ 447	$ 619	$ 1,117	$ 942
Related party
Disaggregation of Revenue [Line Items]
Carried interest allocation amount not yet recognized			$ 5,880	$ 6,513
Revenue benchmark \| Customer concentration risk \| Customer one \| Related party
Disaggregation of Revenue [Line Items]
Concentration risk percentage			70.60%	83.80%
Revenue benchmark \| Customer concentration risk \| Customer two
Disaggregation of Revenue [Line Items]
Concentration risk percentage			20.10%	16.20%
Management fee
Disaggregation of Revenue [Line Items]
Revenues	447	444	$ 892	$ 789
Management fee \| Related party \| Transactions with the Fund
Disaggregation of Revenue [Line Items]
Revenues	$ 393	$ 394	789	789
Management fee \| Related party \| Transactions with AeroFlexx
Disaggregation of Revenue [Line Items]
Revenues			$ 103	$ 0

Income Taxes

6 Months Ended

Jun. 30, 2024

Income Tax Disclosure [Abstract]

Income Taxes

Note 11. Income Taxes

The Company qualifies as a partnership for federal income tax purposes. Consequently, federal income taxes are not payable or provided by the Company. Members are taxed individually on their pro rata ownership share of the Company's earnings. There was no provision for income tax for the years ended December 31, 2023 and 2022 as the Company had net loss in both periods.

The following is a reconciliation of the income tax provision from the statutory federal income tax rate to the effective rate for the years ended December 31, 2023 and 2022:


	December 31,
	2023		2022
Income taxes at federal statutory rate	$	—	$	—
Tax on pre-tax earnings of corporate subsidiaries	(2,229)		(3,771)
Non-deductible expenses	631		3,615
Other permanent differences	(4)		82
Valuation allowance	1,602		74
Total Provision (Benefit) for Income Taxes	$	—	$	—

bases using currently enacted tax rates in effect for the year in which the differences are expected to reverse. Significant components of deferred tax assets and liabilities as of December 31, 2023 and 2022 are as follows:


	December 31,
	2023		2022
Deferred Tax Assets:
Deferred lease liabilities	189		—
Sec 174 expenses	766		—
Startup costs	3,614		3,615
Accrued bonus	171		—
Accrued expenses	7		—
Loss carry-forwards	1,663		74
Total Deferred Tax Assets	$	6,410	$	3,689
Less: Valuation allowance	(5,910)		(3,689)
Net Deferred Tax Assets	$	500	$	—

Deferred Tax Liabilities:
Amortization	$	(323)	$	—
ROU assets	(177)		—
Total Deferred Tax Liabilities	$	(500)	$	—
Net Deferred Tax Assets	$	—	$	—

Deferred tax assets are regularly reviewed for recoverability and a valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon future taxable income during the periods in which those temporary differences become deductible. In assessing the need for a valuation allowance, management considers all available positive and negative evidence, including the ability to carryback operating losses to prior periods and the expected future utilization of net operating loss carryforwards, the reversal of deferred tax liabilities, projected taxable income, and tax-planning strategies.

Valuation allowances are established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. The valuation allowance on deferred tax assets was $5,910 as of December 31, 2023 and $3,689 as of December 31, 2022, resulting in a net change of $2,221. The increase in valuation allowance during the period mainly relates to U.S. federal operating loss carryforwards, research and development expenses and other non-deductible expenses. As the taxable entity has historically been in a pre-tax loss position, there is insufficient projected taxable income (exclusive of reversing taxable temporary differences) or other sources of taxable income to recognize the benefit of net deferred tax assets as of the end of the year, which gives rise to need of a valuation allowance.

As of December 31, 2023, the taxable entity had net operating loss carryforwards for income tax purposes of approximately $7,920 related to federal taxes, all of which may be carried forward indefinitely.

As of December 31, 2023 and 2022, the Company had no material unrecognized income tax benefits or uncertain tax positions. Also, we do not expect to incur interest charges or penalties related to our tax positions, but if such charges or penalties are incurred, our policy is to account for interest charges as interest expense and penalties as tax expense in the consolidated statements of operations.

As of December 31, 2023, the tax years that remain open and subject to examination related to the U.S. federal return are 2023 and 2022.

Note 10. Income Taxes

For the six months ended June 30, 2024, no income tax provision was recorded due to maintenance of a full valuation allowance against net deferred tax assets as of December 31, 2023 due to the Company’s history of losses and the Company’s belief that it is not more likely than not that the benefit will be realized. There was no income tax effect for the six months ended June 30, 2023. The effective tax rate was zero for the six months ended June 30, 2024 and 2023.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12C

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-13

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/740/tableOfContent

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-14

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-21

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Business Segment Data (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
Business Segment Data (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Revenues:	$ 447	$ 619	$ 1,117	$ 942
Interest Expense:	590	523	1,368	898
Net Loss:	(18,840)	964	(30,984)	(32,785)
Capital Expenditures:	706	124	645	0
Total Assets:	32,392		21,564	27,979
Eliminations
Segment Reporting Information [Line Items]
Revenues:	(54)	(27)	(81)	0
Total Assets:	(23,800)		(17,635)	(1,296)
Corporate \| Operating segments
Segment Reporting Information [Line Items]
Revenues:	501	646	1,198	942
Interest Expense:	99	164	329	675
Net Loss:	(8,403)	5,349	(20,367)	(14,831)
Total Assets:	21,364		22,953	26,633
Technology \| Operating segments
Segment Reporting Information [Line Items]
Interest Expense:	491	359	1,039	223
Net Loss:	(10,437)	(4,385)	(10,617)	(17,954)
Capital Expenditures:	706	$ 124	645	0
Total Assets:	$ 34,828		$ 16,246	$ 2,642

Consolidated Statements of Changes in Unitholders' Deficit - USD ($) $ in Thousands	Total	Class B Preferred Units	Class B-1 Preferred Units	Preferred Units Class B Preferred Units	Preferred Units Class B-1 Preferred Units	Common Units Class A Units	Common Units Class C Units	Additional Paid-In Capital	Accumulated Deficit	Non-Controlling Interest
Beginning balance at Dec. 31, 2021	$ (4,584)			$ 6,310	$ 0	$ 1,950	$ 195	$ 0	$ (13,039)	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(32,785)								(32,757)	(28)
Units issued to NCI	313									313
Issuance of preferred units, net of issuance costs		$ 14,493	$ 3,323	14,493	3,323
Unit-based compensation	815						444			371
Warrant modification and contribution from Innventure1 LLC	108							108
Change in fair value of warrants	(10)							(10)
Distributions to unitholders	0
Accretion of redeemable units to redemption value	7,134							(98)	7,232
Ending balance at Dec. 31, 2022	(11,193)			20,803	3,323	1,950	639	0	(38,564)	656
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	964								1,020	(56)
Units issued to NCI	104									104
Issuance of preferred units, net of issuance costs		3,311		3,311
Unit-based compensation	338						102			236
Accretion of redeemable units to redemption value	(7,912)								(7,912)
Ending balance at Jun. 30, 2023	(14,388)			24,114	3,323	1,950	741		(45,456)	940
Beginning balance at Dec. 31, 2022	(11,193)			20,803	3,323	1,950	639	0	(38,564)	656
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(30,984)								(30,845)	(139)
Units issued to NCI	337									337
Issuance of preferred units, net of issuance costs		17,319		17,319
Unit-based compensation	910						205			705
Distributions to unitholders	(241)								(241)
Accretion of redeemable units to redemption value	5,366								5,366
Ending balance at Dec. 31, 2023	(18,486)			38,122	3,323	1,950	844	$ 0	(64,284)	1,559
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(18,840)								(12,507)	(6,333)
Units issued to NCI	10,851									10,851
Issuance of preferred units, net of issuance costs		$ 10,418		10,418
Unit-based compensation	689						96			593
Accretion of redeemable units to redemption value	(4,777)								(4,777)
Ending balance at Jun. 30, 2024	$ (11,702)			$ 48,540	$ 3,323	$ 1,950	$ 940		$ (81,568)	$ 15,113

Initial Public Offering (Details) - Learn CW Investment Corporation - $ / shares	Oct. 13, 2021	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2021
Initial Public Offering [Abstract]
Number of securities called by each Unit (in shares)	1
Exercise price of warrant (in dollars per share)		$ 1.60	$ 0.06
Public Warrants [Member]
Initial Public Offering [Abstract]
Number of securities called by each Unit (in shares)	0.2	0.2
Initial Public Offering [Member]
Initial Public Offering [Abstract]
Units issued (in shares)	23,000,000
Share price (in dollars per share)	$ 10.00
Number of securities called by each Unit (in shares)	1
Initial Public Offering [Member] \| Public Warrants [Member]
Initial Public Offering [Abstract]
Units issued (in shares)	23,000,000
Share price (in dollars per share)	$ 10.00
Number of securities called by each Unit (in shares)	0.5
Number of shares issued upon exercise of warrant (in shares)	1
Exercise price of warrant (in dollars per share)	$ 11.50			$ 11.50
Over-Allotment Option [Member]
Initial Public Offering [Abstract]
Units issued (in shares)	3,000,000
Share price (in dollars per share)	$ 10.00
Over-Allotment Option [Member] \| Public Warrants [Member]
Initial Public Offering [Abstract]
Units issued (in shares)	3,000,000

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Cash Flows Used in Operating Activities
Net (loss) income	$ (18,840)	$ 964	$ (30,984)	$ (32,785)
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Unit-based compensation	689	339	910	815
Change in fair value of embedded derivative liability	478	41	(766)	65
Non-cash interest expense on notes payable	352	352	455	104
Equity method investment gain	(784)	(381)	632	63
Loss on conversion of promissory notes	1,119	0
Depreciation expense	69	0
Non-cash rent costs	123	74
Other, net	0	18	232	305
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(965)	(339)	(230)	(231)
Inventory	(662)	0
Accounts payable	3,181	(39)	9	(143)
Accrued employee benefits	2,803	983	3,181	553
Accrued expenses	357	(63)	1,230	285
Other current liabilities	(72)	(42)
Other assets	0	(201)	(218)	0
Net Cash Used in Operating Activities	(16,391)	(7,387)	(19,476)	(9,950)
Cash Flows Used in Investing Activities
Purchase of shares in equity method investees	0	(2,000)	(2,000)	0
Contributions to equity method investees	0	(130)	(130)	(205)
Loans to equity method investee	(5,035)	0	(2,600)	0
Acquisition of property, plant and equipment	(706)	(124)	(645)	0
Proceeds received related to PCT stock sale	1,364	708	708	0
Net Cash Used in Investing Activities	(4,377)	(1,546)	(4,667)	1,483
Cash Flows Provided by Financing Activities
Proceeds from issuance of capital, net of issuance costs	10,037	3,211	16,009	12,891
Proceeds from the issuance of units to NCI	10,827	104	337	313
Proceeds from convertible notes payable	0	1,188
Payment of debts	(590)	(14)	(65)	(4,037)
Receipt of Capital from Class I Unitholder	0	130	130	205
Net Cash Provided by Financing Activities	20,274	4,619	19,174	11,672
Net Decrease in Cash, Cash Equivalents and Restricted Cash	(494)	(4,314)	(4,969)	3,205
Cash, Cash Equivalents and Restricted Cash Beginning of period	2,575	7,544	7,544	4,339
Cash, Cash Equivalents and Restricted Cash End of period	2,081	3,230	2,575	7,544
Supplemental Cash Flow Information
Cash paid for interest	99	146	297	547
Supplemental Disclosure of Noncash Financing Information
Accretion of redeemable units to redemption value	4,777	7,912
Receivable related to PCT stock sale	389	0
Debt discount and embedded derivative upon issuance	0	647	1,119	1,576
Issuance of Class Preferred B Units to extinguish convertible notes payable	396	100
Issuance of Class B Preferred Units in exchange for Innventus ESG Fund Equity	183	0
Issuance of NCI in exchange for interest in Innventus ESG Fund	146	0
Commissions Incurred But Not Yet Paid	222	0
Noncontrolling Interests Issuance Costs Incurred But Not Yet Paid	121	0
Issuance of Class B Preferred Units to extinguish consulting fees payable	24	0
Issuance of units to NCI in exchange of convertible promissory notes	7,324	0
Recognition of right of use asset and corresponding lease liability	0	731	730	368
Related party
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Net (loss) gain on investments	160	337	(232)	(238)
Cash Flows Provided by Financing Activities
Proceeds from convertible notes payable			1,004	4,000
Payment of debts				(12)
Supplemental Disclosure of Noncash Financing Information
Issuance of Class Preferred B Units to extinguish convertible notes payable			504	0
Nonrelated party
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Net (loss) gain on investments	$ (4,399)	$ (9,430)	6,448	7,196
Cash Flows Provided by Financing Activities
Proceeds from convertible notes payable			2,000	0
Supplemental Disclosure of Noncash Financing Information
Issuance of Class Preferred B Units to extinguish convertible notes payable			$ 806	$ 1,602

Related Party Transactions, Related Party Loans (Details) - Learn CW Investment Corporation - USD ($)		6 Months Ended		12 Months Ended
	May 05, 2022	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Jun. 28, 2024	Mar. 19, 2024	Dec. 29, 2023	May 03, 2022
Related Party Loans [Abstract]
Proceeds from convertible promissory note – related party		$ 1,734,192	$ 0	$ 1,445,000	$ 1,050,000
Related party \| Working Capital Loans [Member]
Related Party Loans [Abstract]
Line of credit capacity		$ 1,500,000
Unit price for notes converted (in usd per share)		$ 1.00		$ 1.00
Maximum amount of convertible loans				$ 1,500,000
Investor [Member] \| Working Capital Loans [Member]
Related Party Loans [Abstract]
Line of credit capacity								$ 2,487,000	$ 1,050,000
Proceeds from convertible promissory note – related party	$ 1,050,000
Maximum amount of convertible loans						$ 3,800,000	$ 3,050,000	$ 2,487,000
Outstanding loan amount		$ 3,800,000		$ 2,439,000	$ 1,050,000

Unitholders' Deficit - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Class B Preferred Units
Class of Stock [Line Items]
Preferred distributions rate	6.00%		6.00%
Unreturned preferred returns	$ 3,944		$ 2,552	$ 884
Capital received from unit issuance	$ 10,548	$ 3,389	$ 16,961	$ 13,480
Unit issuance (in shares)	1,087,508	349,409	1,748,684	1,389,800
Unit issuance price (in usd per share)	$ 9.6992	$ 9.6992	$ 9.6992	$ 9.6992
Class B-1 Preferred Units
Class of Stock [Line Items]
Preferred distributions rate	6.00%		6.00%
Unreturned preferred returns	$ 309		$ 210	$ 8

- Definition

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

+ References

+ Details

Description of Organization and Business Operations, Summary (Details)								3 Months Ended	6 Months Ended		11 Months Ended	12 Months Ended
	Aug. 12, 2024 USD ($)	Jul. 11, 2024 USD ($)	Apr. 13, 2024 USD ($)	Mar. 13, 2024 USD ($)	Feb. 13, 2024 USD ($)	Oct. 11, 2023 USD ($) extension $ / shares shares	Oct. 13, 2021 USD ($) extension $ / shares shares	Jun. 30, 2024 USD ($) $ / shares	Jun. 30, 2024 USD ($) Business $ / shares shares	Jun. 30, 2023 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2023 USD ($) Business $ / shares shares	Dec. 31, 2022 USD ($) $ / shares	Oct. 24, 2023 $ / shares	Oct. 18, 2023 $ / shares
Description of Organization and Business Operations [Abstract]
Ordinary shares, par value (in dollars per share) \| $ / shares														$ 0.0001
Warrant modification and contribution from Innventure1 LLC													$ 108,000
Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Number of securities called by each Unit (in shares) \| shares							1
Exercise price of warrant (in dollars per share) \| $ / shares												$ 1.60	$ 0.06
Cash deposited in Trust Account									$ 900,001	$ 345,000		$ 1,140,000	$ 0
Deferred underwriting fee								$ 7,780,500	$ 7,780,500			$ 7,780,500
Net tangible asset threshold for Business Combination						$ 5,000,001	$ 5,000,001
Percentage of Public Shares that can be redeemed without prior consent									15.00%			15.00%
Period of time for an extension to consummate business combination						1 month	1 month					1 month
Stock conversion basis of Class B to Class A Ordinary shares at time of initial Business Combination						1	1		1			1
Period to redeem Public Shares if Business Combination is not completed within Initial Combination Period									10 days			10 days
Percentage of Public Shares for a portion of funds held in Trust Account									100.00%			100.00%
Unit issuance price (in usd per share) \| $ / shares												$ 10.00
Deferred credits								$ 586,918	$ 586,918			$ 400,000	$ 0
Percentage of transaction expenses reimbursed by the potential acquiree								50.00%
Cash deposited in Trust Account				$ 150,000	$ 150,000
Subsequent event \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Cash deposited in Trust Account	$ 150,000	$ 150,000	$ 150,000
Minimum \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Number of operating businesses included in Initial Business Combination \| Business									1			1
Fair market value as percentage of net assets held in Trust Account included in initial Business Combination									80.00%			80.00%
Maximum \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Number of times to extend period to consummate Business Combination \| extension						12	12
Amount to be deposited into Trust Account prior to deadline						$ 150,000	$ 150,000
Cash deposited in Trust Account per share (in dollars per share) \| $ / shares						$ 0.03	$ 0.03
Interest from Trust Account that can be held to pay dissolution expenses								$ 100,000	$ 100,000			$ 100,000
Unit issuance price (in usd per share) \| $ / shares								$ 10.00	$ 10.00			$ 10.00
Private Placement Warrants [Member] \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Exercise price of warrant (in dollars per share) \| $ / shares								0.15	0.15			0.02
Class A Units \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Ordinary shares, par value (in dollars per share) \| $ / shares								0.0001	0.0001			0.0001	$ 0.0001		$ 0.0001
Stock Redeemed or Called During Period, Shares \| shares						13,661,579	13,661,579
Stock Redeemed or Called During Period, Value						$ 145,200,000	$ 145,200,000
Redemption price (in dollars per share) \| $ / shares						$ 10.63	$ 10.63
Class B Ordinary Shares \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Ordinary shares, par value (in dollars per share) \| $ / shares						$ 0.0001		$ 0.0001	$ 0.0001			$ 0.0001	$ 0.0001
Initial Public Offering [Member] \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Units issued (in shares) \| shares							23,000,000
Number of securities called by each Unit (in shares) \| shares							1
Share price (in dollars per share) \| $ / shares							$ 10.00
Gross proceeds from initial public offering							$ 230,000,000						$ 230,000,000
Warrants issued (in shares) \| shares									18,646,000			18,646,000
Deferred Offering Costs							13,157,186	$ 0	$ 0	$ 0	$ 13,157,186	$ 0	$ 0
Underwriting fee							2,446,000				2,446,000
Deferred underwriting fee							9,780,500				9,780,500
Other offering costs							930,686				930,686
Warrant modification and contribution from Innventure1 LLC							$ 781,595				$ 781,595
Initial Public Offering [Member] \| Warrants [Member] \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Exercise price of warrant (in dollars per share) \| $ / shares							$ 11.50
Initial Public Offering [Member] \| Class A Units \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Number of securities called by each Unit (in shares) \| shares							1
Ordinary shares, par value (in dollars per share) \| $ / shares							$ 0.0001
Number of shares issued upon exercise of warrant (in shares) \| shares							1
Over-Allotment Option [Member] \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Units issued (in shares) \| shares							3,000,000
Share price (in dollars per share) \| $ / shares							$ 10.00
Private Placement [Member] \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Cash deposited in Trust Account							$ 232,300,000
Cash deposited in Trust Account per Unit (in dollars per share) \| $ / shares							$ 10.10
Percentage of Public Shares that would not be redeemed if Business Combination is not completed within Initial Combination Period							100.00%					100.00%
Private Placement [Member] \| Private Placement Warrants [Member] \| Learn CW Investment Corporation
Description of Organization and Business Operations [Abstract]
Share price (in dollars per share) \| $ / shares							$ 1.00
Warrants issued (in shares) \| shares							7,146,000
Gross proceeds from private placement							$ 7,146,000

Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 1,352	$ 645	$ 0
Less: Accumulated depreciation	(78)	(8)	0
Property, Plant and Equipment, Net	1,274	637	0
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	669	38	0
Machinery & equipment
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	146	86	0
Computers & office equipment
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	19	19	0
Construction in progress
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 518	$ 502	$ 0

CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION (Details)			6 Months Ended		12 Months Ended
	Oct. 11, 2023 USD ($) $ / shares shares	Oct. 13, 2021 shares	Jun. 30, 2024 USD ($) vote $ / shares shares	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) vote $ / shares shares	Dec. 31, 2022 USD ($) vote $ / shares shares	Oct. 24, 2023 $ / shares	Oct. 18, 2023 $ / shares
Ordinary Shares Subject to Possible Redemption [Abstract]
Ordinary shares, par value (in dollars per share) \| $ / shares							$ 0.0001
Learn CW Investment Corporation
Ordinary Shares Subject to Possible Redemption [Abstract]
Ordinary Shares subject to possible redemption (in shares)			9,338,421		9,338,421	23,000,000
Cash withdrawn from Trust Account in connection with redemption \| $			$ 249,339	$ 0	$ 145,222,585	$ 0
Shareholder redemption payable \| $			$ 0		$ 249,339	$ 0
Class A Units
Ordinary Shares Subject to Possible Redemption [Abstract]
Ordinary shares, shares authorized (in shares)			10,975,000		10,975,000	10,975,000
Class A Units \| Learn CW Investment Corporation
Ordinary Shares Subject to Possible Redemption [Abstract]
Ordinary shares, shares authorized (in shares)			200,000,000		200,000,000	200,000,000
Ordinary shares, par value (in dollars per share) \| $ / shares			$ 0.0001		$ 0.0001	$ 0.0001		$ 0.0001
Number of votes per share \| vote			1		1	1
Ordinary Shares subject to possible redemption (in shares)			9,338,421		9,338,421	23,000,000
Number of ordinary shares redeemed (in shares)	13,661,579	13,661,579
Cash withdrawn from Trust Account in connection with redemption \| $	$ 145,200,000
Redemption price (in dollars per share) \| $ / shares	$ 10.63
Shareholder redemption payable \| $	$ 249,339
Share price (in dollars per share) \| $ / shares	$ 0.018

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2024

Subsidiary, Sale of Stock [Line Items]

Basis of Presentation

The consolidated financial statements of the Company are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of the Company and its controlled subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Basis of Presentation

These condensed consolidated financial statements are unaudited and should be read in conjunction with the Company's most recent annual audited consolidated financial statements and notes thereto. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.

We use the same accounting policies in preparing quarterly and annual financial statements.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Management bases its estimates on historical experience and on various other factors it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Accordingly, actual results could differ materially from those estimates. Significant items subject to such estimates and assumptions include the valuation of the Company’s capital units, the valuation of the Company’s investments that do not yet have readily available market quotations, the valuation of warrants, and valuation of derivatives within the Company’s financial instruments.

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents primarily consist of cash, money market funds and short-term, highly liquid investments with original maturities of three months or less. The Company has concentrated credit risk for cash and cash equivalents by maintaining deposits in banks, which may, at times, exceed amounts covered by insurance provided by the US Federal Deposit Insurance Corporation.

Cash that is restricted and not available for general operations is considered restricted cash. The Company's restricted cash is related to cash received through the Company's Class B Preferred Units capital raise and held in escrow prior to finalization of the Class B Preferred Units investment. As of December 31, 2023 and 2022, the Company had restricted cash related to the capital raise of $100 and $0, respectively.

Additionally, the Company maintains certain compensating balances that may be withdrawn, but the availability of short-term lines of credit is dependent upon the maintenance of such compensating balances. As of December 31, 2023 and 2022, the Company had compensating balances of $300 and $0, respectively.

Income Taxes

The Company qualifies as a partnership for federal income tax purposes. Consequently, federal income taxes are not payable or provided by the Company. Members are taxed individually on their pro rata ownership share of the Company’s earnings. The Company’s net income or loss is allocated to the members in accordance with the Company’s operating agreement. The Company has no material unrecognized income tax benefits or uncertain tax positions.

Entities within the consolidated group that are considered a corporation for federal income tax purposes, recognize deferred income tax assets and liabilities for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using currently enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred income tax assets and liabilities is recognized on the consolidated statements of operations in the period that includes the enactment date.

Management periodically assesses the recoverability of its deferred income tax assets based upon expected future earnings, taxable income in prior carryback years, future deductibility of the asset, changes in applicable tax laws and other factors. If management determines that it is not more likely than not that the deferred tax asset will be fully recoverable in the future, a valuation allowance will be established for the difference between the asset balance and the amount expected to be recoverable in the future. This allowance will result in additional income tax expense. Further, the Company records its income taxes receivable and payable based upon its estimated income tax position.

Net Loss Per Unit

Basic loss per unit is calculated by dividing net income attributable to common unit holders by the weighted-average number of units outstanding during the period.

Recently Adopted Accounting Pronouncements and Recently Issued But Not Yet Adopted Accounting Standards

Recently Adopted Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). ASU 2016-13 replaced the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. ASU 2016-13 was originally effective for fiscal years beginning after December 15, 2019, with early adoption permitted. In October 2019, the FASB issued ASU No. 2019-10 , Financial Instruments-Credit Losses (Topic 326): Effective Dates, to finalize the effective date delays for private companies, not-for-profits, and smaller reporting companies applying the current expected credit losses (“CECL”) standards. ASU 2016-13 is now effective for reporting periods beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2016-13 on January 1, 2023 and the adoption did not have a material impact on the Company’s consolidated financial statements.

Recently Issued But Not Yet Adopted Accounting Standards

In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions ("ASU 2022-03"). ASU 2022-03 clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company is currently assessing the impact of ASU 2022-03 on its consolidated financial statements.

In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative (“ASU 2023-06”). This standard modifies the disclosure or presentation requirements of a variety of topics and aligns requirements with the SEC’s existing disclosure requirements. ASU 2023-06 is effective on the date each amendment is removed from Regulation S-X or Regulation S-K with early adoption prohibited. The Company will monitor the removal of various requirements

from the current regulations in order to determine when to adopt the related amendments, but does not anticipate the adoption of the new guidance will have a material impact on the Company’s consolidated financial statements. The Company will continue to evaluate the impact of this guidance on its consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which enhances prior reportable segment disclosure requirements in part by requiring entities to disclose significant expenses related to their reportable segments. The amendments in ASU 2023-07 are effective on a retrospective basis for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this accounting standard will have its segment disclosures in Note 15. Business Segment Data.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), which requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid to enhance the transparency and decision usefulness of income tax disclosures. The amendments in this ASU are effective for annual periods beginning after December 15, 2024 on a prospective basis. The Company is currently evaluating the impact that ASU 2023-09 will have on its consolidated financial statements and notes thereto.

Recently Adopted Accounting Pronouncements

In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. This ASU clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. This ASU is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company adopted this ASU on January 1, 2024, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements.

Recently Issued But Not Yet Adopted Accounting Standards

Learn CW Investment Corporation

Subsidiary, Sale of Stock [Line Items]

Basis of Presentation

The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC.

Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for condensed interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented.

The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Form 10-K as filed with the SEC on April 4, 2024. The financial information as of December 31, 2023 is derived from the audited financial statements presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. The interim results for the six months ended June 30, 2024, are not necessarily indicative of the results expected for the year ending December 31, 2024 or for any future periods.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires 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 revenues and expenses during the reporting periods.

Making estimates requires management to exercise significant judgment. 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. Accordingly, the actual results could differ significantly from those estimates.

Use of Estimates

Cash, Cash Equivalents and Restricted Cash

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 cash of $116,234 and $748,857, respectively, and no cash equivalents as of December 31, 2023, and 2022.

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 cash of $205,454 and $116,234 as of June 30, 2024 and December 31, 2023, respectively, and no cash equivalents as of June 30, 2024 and December 31, 2023.

Cash Held in Trust Account

At December 31, 2023, and 2022, all of the assets held in the Trust Account were invested in cash accounts.

Income Taxes

The Company complies with the accounting and reporting requirements of Accounting Standards Codification (“ASC”) Topic 740, “Income Taxes” (“ASC 740”), which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

ASC 740 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. The Company recognizes accrued interest and penalties related to unrecognized tax benefits (currently zero), if any, as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2023. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman federal 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 (currently zero) will materially change over the next twelve months.

Income Taxes

The Company complies with the accounting and reporting requirements of Accounting Standards Codification (“ASC”) 740 (“ASC 740”), “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

ASC 740 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. The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2024. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

There is currently no taxation imposed on income by the government of the Cayman Islands. In accordance with Cayman federal 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.

Shares Subject to Possible Redemption

The Company accounts for its shares subject to possible redemption in accordance with the guidance in ASC Topic 480, “Distinguishing Liabilities from Equity” (“ASC 480”). Shares subject to mandatory redemption (if any) are classified as a liability instrument and measured at fair value. Conditionally redeemable shares of ordinary share (including shares of ordinary share 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) is classified as temporary equity. At all other times, shares are classified as shareholders’ equity. The Company’s shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at December 31, 2023, and 2022, shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheets.

As of December 31, 2023, and 2022, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Gross Proceeds	$	230,000,000
Less:
Proceeds allocated to Public Warrants	(13,110,000)
Class A ordinary shares issuance costs	(12,375,591)
Plus:
Accretion of carrying value to redemption value	31,063,866
Class A ordinary shares subject to possible redemption as of December 31, 2022	$	235,578,275
Plus:
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption as of December 31, 2023	$	100,054,892

Shares Subject to Possible Redemption

The Company accounts for its shares subject to possible redemption in accordance with the guidance in ASC 480 (“ASC 480”), “Distinguishing Liabilities from Equity.” Shares subject to mandatory redemption (if any) are classified as a liability instrument and measured at fair value. Conditionally redeemable ordinary shares (including 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, shares are classified as shareholders’ equity. The Company’s shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2024 and December 31, 2023, shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheet.

As of June 30, 2024 and December 31, 2023, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Class A ordinary shares subject to possible redemption, December 31, 2022	235,578,275
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption, December 31, 2023	$	100,054,892
Accretion of carrying value to redemption value	1,537,840
Class A ordinary shares subject to possible redemption, June 30, 2024	$	101,592,732

Offering Costs

Public Offering Costs

Offering costs consisted of legal, accounting, and other expenses incurred through the balance sheet date that were directly related to the Initial Public Offering. The Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A— “Expenses of Offering.” Offering costs consist principally of professional and registration fees incurred through the balance sheet date that are related to the Initial Public Offering. Offering costs are charged to shareholders’ equity or the statement of operations based on the relative value of the Public Warrants and the Private Placement Warrants to the proceeds received from the Units sold upon the completion of the Initial Public Offering. Accordingly, on December 31, 2021, offering costs totaling $13,157,186 (consisting of $2,446,000 of underwriting fee, $9,780,500 of deferred underwriting fee and $930,686 of other offering costs) were recognized with $781,595 included in the statements of operations as an allocation for the Public Warrants and the Private Placement Warrants. No offering costs were incurred for the three and six months ended June 30, 2024 and 2023.

Warrant Liability

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480 and ASC 815, “Derivatives and Hedging” (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.

For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded as a liability at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants was estimated using a Monte Carlo simulation model (see Note 10).

Warrant Liabilities

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815 (“ASC 815”), “Derivatives and Hedging.” The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.

For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants was estimated using a Monte Carlo simulation model (see Note 10).

Net Loss Per Unit

Net Income Per Ordinary Share

The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. The Company has two classes of shares, which are referred to as Class A ordinary shares and Class B ordinary shares. Income is shared pro rata between the two classes of shares. Net income per share is computed by dividing net income by the weighted average number of ordinary shares outstanding for the period. Accretion associated with the redeemable shares of Class A ordinary share is excluded from earnings per share as the redemption value approximates fair value. The calculation of diluted income per ordinary share does not consider

the effect of the Warrants issued in connection with the IPO since the exercise of the Warrants are contingent upon the occurrence of future events and the inclusion of such Warrants would be anti-dilutive.

A reconciliation of net income per ordinary share is as follows:


	For the year ended December 31, 2023				For the year ended December 31, 2022
	Class A		Class B		Class A		Class B
Basic and diluted net income per share
Numerator:
Allocation of net income as adjusted	$	3,125,914	$	781,478	$	7,913,192	$	1,978,298
Denominator:
Basic and diluted weighted average ordinary shares outstanding	23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income per ordinary share	$	0.14	$	0.14	$	0.34	$	0.34

Net Income Per Ordinary Share

The Company complies with accounting and disclosure requirements of ASC 260, “Earnings Per Share.” The Company has two classes of shares, which are referred to as Class A ordinary shares and Class B ordinary shares. Income is shared pro rata between the two classes of ordinary shares. Net income per share is computed by dividing net income by the weighted average number of ordinary shares outstanding for the period. Accretion associated with the redeemable Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value. The calculation of diluted income per ordinary share does not consider the effect of the Warrants issued in connection with the Initial Public Offering, as well as warrants potentially issuable upon conversion of the Note, since the exercise of such warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive.

A reconciliation of net (loss)/income per ordinary share is as follows:


	For the Three Months Ended June 30,2024				For the Six Months Ended June 30,2024				For the Three Months Ended June 30, 2023				For the Six Months Ended June 30, 2023
	Class A		Class B		Class A		Class B		Class A		Class B		Class A		Class B
Basic and diluted net income/(loss) per ordinary share
Numerator:
Allocation of net income/(loss), as adjusted	$	(1,584,646)	$	(975,724)	$	(2,917,669)	$	(1,796,513)	$	1,703,734	$	425,933	$	3,986,709	$	996,677
Denominator:
Basic and diluted weighted average shares outstanding	9,338,422		5,750,000		9,338,422		5,750,000		23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income/(loss) per ordinary share	$	(0.17)	$	(0.17)	$	(0.31)	$	(0.31)	$	0.07	$	0.07	$	0.17	$	0.17

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheets, primarily due to their short-term nature.

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheets, primarily due to their short-term nature.

Derivative Financial Instruments

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the date of issuance and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.

The Company will account for the conversion features in Convertible notes under ASC Topic 815. However, if a conversion feature meets the criteria of the scope exception, then it will not be bifurcated.

Derivative Financial Instruments

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC 815, Derivatives and Hedging. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the condensed statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.

The Company will account for the conversion features in the Note under ASC 815. However, if a conversion feature meets the criteria of the scope exception, then it will not be bifurcated.

Recently Adopted Accounting Pronouncements and Recently Issued But Not Yet Adopted Accounting Standards

Recently Issued Accounting Standards

In August 2020, FASB issued ASU 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), to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact this guidance will have on its financial statements.

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

Recent Accounting Standards

In August 2020, the FASB issued ASU 2020-06 (“ASU 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) to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-convened method for all convertible instruments. The Company adopted this standard on January 1, 2024. The adoption of this standard did not have a significant impact to the Company’s financial statements.

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

Income Taxes

6 Months Ended

Jun. 30, 2024

Income Tax Disclosure [Abstract]

Income Taxes

Note 11. Income Taxes

The following is a reconciliation of the income tax provision from the statutory federal income tax rate to the effective rate for the years ended December 31, 2023 and 2022:


	December 31,
	2023		2022
Income taxes at federal statutory rate	$	—	$	—
Tax on pre-tax earnings of corporate subsidiaries	(2,229)		(3,771)
Non-deductible expenses	631		3,615
Other permanent differences	(4)		82
Valuation allowance	1,602		74
Total Provision (Benefit) for Income Taxes	$	—	$	—


	December 31,
	2023		2022
Deferred Tax Assets:
Deferred lease liabilities	189		—
Sec 174 expenses	766		—
Startup costs	3,614		3,615
Accrued bonus	171		—
Accrued expenses	7		—
Loss carry-forwards	1,663		74
Total Deferred Tax Assets	$	6,410	$	3,689
Less: Valuation allowance	(5,910)		(3,689)
Net Deferred Tax Assets	$	500	$	—

Deferred Tax Liabilities:
Amortization	$	(323)	$	—
ROU assets	(177)		—
Total Deferred Tax Liabilities	$	(500)	$	—
Net Deferred Tax Assets	$	—	$	—

As of December 31, 2023, the tax years that remain open and subject to examination related to the U.S. federal return are 2023 and 2022.

Note 10. Income Taxes

- Definition

The entire disclosure for income tax.

+ References

+ Details

Investments - Summarized Financial Information of Equity Method Investments (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Balance Sheets
Total Current Assets	$ 12,221		$ 5,664	$ 7,815
Total Current Liabilities	14,632		8,168	4,322
Statements of operations
Net (loss) income	$ (18,840)	$ 964	(30,984)	(32,785)
The Fund
Balance Sheets
Total Current Assets			58,022	60,062
Total Current Liabilities			107	184
Partner's capital			57,915	59,878
Statements of operations
Interest income			320	118
Total operating expenses			1,029	1,005
Net investment loss			(709)	(887)
AeroFlexx, LLC
Balance Sheets
Total Current Assets			874	3,827
Non-current assets			9,906	7,872
Total Current Liabilities			5,036	579
Non-current liabilities			2,995	2,685
Member's equity			2,749	8,435
Statements of operations
Revenue			16	44
Gross loss			1	(146)
Net (loss) income			$ (8,221)	$ (6,244)

Borrowings

6 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Borrowings

Note 5. Borrowings


	December 31,
	2023		2022
Series 1 promissory notes, 9% or 12% interest, maturity ranging from 36 – 48 months from issuance	$	1,911	$	2,717
Innventure1 LLC related party note	—		501
Related party note	1,000		—
Convertible promissory notes, 8% interest, mature 36 months from issuance	6,634		4,118
Other loans	—		65
Total Notes Payable	9,545		7,401
Less: unamortized debt discount	(2,133)		(1,503)
Less: current portion of related party notes payable	(1,000)		(501)
Less: current portion of notes payable	(912)		(1,949)
Total Long-term Notes	$	5,500	$	3,448

The Company has accrued interest of $634 and $119 in convertible promissory notes as of December 31, 2023 and 2022, respectively.

The Company’s note payable and notes payable to related parties mature as follows:


Year Ending December 31,	Amount
2024	$	1,890
2025	$	7,463
2026	$	192
Total Debt	$	9,545

Series 1 Promissory Notes

for months 36 through 48. If the Company elects its second term extension option, the notes will bear interest at 15% for months 48 through 60.

Innventure1 LLC Related Party Note

Related Party Note

Convertible Promissory Notes

Series 2 Promissory Notes

Innventure Notes

In November 2019, the Company issued $700 in promissory notes. The Innventure notes bear interest at 6%, have a 24-month maturity period, and principal and interest are due at maturity.

Note 5. Borrowings


	June 30, 2024		December 31, 2023
Series 1 promissory notes, 9-15% interest, maturity: 36 – 60 months from issuance	$	1,175	$	1,911
Related party note	1,000		1,000
Convertible promissory notes, 8% interest, maturity: 36 months from issuance	—		6,634
Total Notes Payable	2,175		9,545
Less: unamortized debt discount	—		(2,133)
Less: current portion of related party notes payable	(1,000)		(1,000)
Less: current portion of notes payable	(772)		(912)
Total Long-term Notes	$	403	$	5,500

The Company has accrued interest of $— and $634 in long-term notes as of June 30, 2024 and December 31, 2023, respectively.

The Company’s notes payable and notes payable to related parties mature as follows:


Year Ending December 31,	Amount
2024 (remaining 6 months)	$	1,753
2025	$	422
Total Debt	$	2,175

Series 1 Promissory Notes

Convertible Promissory Notes

During 2024, the Company recognized $231 in interest expense associated with the 2025 Notes discounts and the contractual interest expense for 2024 was $205.

As of June 30, 2024 and December 31, 2023, the unamortized discount was $— and $2,133, respectively.

- Definition

+ References

+ Details

Shareholders' Deficit (Details)			6 Months Ended	12 Months Ended
Shareholders' Deficit (Details)	Oct. 11, 2023 $ / shares	Oct. 13, 2021	Jun. 30, 2024 vote $ / shares shares	Dec. 31, 2023 vote $ / shares shares	Dec. 31, 2022 vote $ / shares shares	Oct. 24, 2023 $ / shares	Oct. 18, 2023 $ / shares
Shareholders' Deficit [Abstract]
Ordinary shares, par value (in dollars per share) \| $ / shares						$ 0.0001
Learn CW Investment Corporation
Shareholders' Deficit [Abstract]
Preferred units authorized (in shares)			1,000,000	1,000,000	1,000,000
Preferred Stock, Par or Stated Value Per Share \| $ / shares			$ 0.0001	$ 0.0001	$ 0.0001
Preferred units issued (in shares)				0	0
Preferred units outstanding (in shares)			0	0	0
Ordinary Shares subject to possible redemption (in shares)			9,338,421	9,338,421	23,000,000
Stock conversion basis of Class B to Class A Ordinary shares at time of initial Business Combination	1	1	1	1
As-converted percentage for Class A ordinary shares after conversion of Class B shares			20.00%	20.00%
Class A Units
Shareholders' Deficit [Abstract]
Ordinary shares, shares authorized (in shares)			10,975,000	10,975,000	10,975,000
Common units issued (in shares)			10,875,000	10,875,000	10,875,000
Common units outstanding (in shares)			10,875,000	10,875,000	10,875,000
Class A Units \| Learn CW Investment Corporation
Shareholders' Deficit [Abstract]
Ordinary shares, shares authorized (in shares)			200,000,000	200,000,000	200,000,000
Ordinary shares, par value (in dollars per share) \| $ / shares			$ 0.0001	$ 0.0001	$ 0.0001		$ 0.0001
Number of votes per share \| vote			1	1	1
Common units issued (in shares)				0	0
Common units outstanding (in shares)			0	0	0
Ordinary Shares subject to possible redemption (in shares)			9,338,421	9,338,421	23,000,000
Class B Ordinary Shares \| Learn CW Investment Corporation
Shareholders' Deficit [Abstract]
Ordinary shares, shares authorized (in shares)			20,000,000	20,000,000	20,000,000
Ordinary shares, par value (in dollars per share) \| $ / shares	$ 0.0001		$ 0.0001	$ 0.0001	$ 0.0001
Number of votes per share \| vote			1	1	1
Common units issued (in shares)			5,750,000	5,750,000	5,750,000
Common units outstanding (in shares)			5,750,000	5,750,000	5,750,000

CONDENSED BALANCE SHEETS - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Current Assets
Total Current Assets	$ 12,221,000	$ 5,664,000	$ 7,815,000
Total Assets	32,392,000	21,564,000	27,979,000
Liabilities, Current [Abstract]
Total Current Liabilities	14,632,000	8,168,000	4,322,000
Total Liabilities	28,687,000	29,420,000	23,306,000
Commitments and Contingencies
Unitholders' Deficit
Accumulated deficit	(81,568,000)	(64,284,000)	(38,564,000)
Total Liabilities, Mezzanine Capital, and Unitholders' Deficit	32,392,000	21,564,000	27,979,000
Learn CW Investment Corporation
Current Assets
Cash	205,454	116,234	748,857
Prepaid expenses	267,005	602,682	581,408
Total Current Assets	472,459	718,916	1,330,265
Assets Held in Trust Account	101,592,732	100,304,232	235,578,275
Total Assets	102,065,191	101,023,148	236,908,540
Liabilities, Current [Abstract]
Accounts payable and accrued expenses	8,018,827	5,985,161	1,041,776
Shareholder redemption payable	0	249,339	0
Deferred credits	586,918	400,000	0
Total Current Liabilities	8,605,745	6,634,500	1,041,776
Outstanding loan amount	$ 3,800,000	$ 2,439,000	$ 1,050,000
Convertible Promissory Note – Related Party	Outstanding loan amount	Outstanding loan amount	Outstanding loan amount
Warrant liabilities	$ 2,796,900	$ 372,920	$ 1,118,760
Total Liabilities	15,202,645	9,446,420	12,991,036
Commitments and Contingencies
Class A ordinary shares subject to possible redemption	101,592,732	100,054,892	235,578,275
Unitholders' Deficit
Preferred Units	0	0	0
Additional paid in capital	0	0	0
Accumulated deficit	(14,730,761)	(8,478,739)	(11,661,346)
Total Shareholder's Deficit	(14,730,186)	(8,478,164)	(11,660,771)
Total Liabilities, Mezzanine Capital, and Unitholders' Deficit	102,065,191	101,023,148	236,908,540
Class A Units
Unitholders' Deficit
Common Units	1,950,000	1,950,000	1,950,000
Class A Units \| Learn CW Investment Corporation
Liabilities, Current [Abstract]
Class A ordinary shares subject to possible redemption		100,054,892	235,578,275
Unitholders' Deficit
Common Units	0	0	0
Class B Ordinary Shares \| Learn CW Investment Corporation
Unitholders' Deficit
Common Units	$ 575	$ 575	$ 575

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Note 16. Subsequent Events The consolidated financial statements and related disclosures include evaluation of events up through and including April 12, 2024, which is the date the consolidated financial statements were available to be issued. During 2024, the Company sold an aggregate of 609,088 of Accelsius Series A Units for aggregate proceeds of approximately $7,416. During 2024, the Company continued to raise additional capital through its Class B Preferred Unit capital raise. The Company received $7,631 in new cash funds and issued 786,711 new Class B Preferred Units at an issuance price of $9.6992 per unit. During 2024, noteholders with principal amount totaling $420 converted their Series 1 promissory notes into an aggregate of 43,303 Class B Preferred Units, based on the Class B Preferred Unit issuance price of $9.6992 per unit. The converting noteholders elected to receive the last interest payment due and waive the prepayment fee, if applicable, in connection with the transaction. During 2024, outstanding Series 1 notes, with outstanding principal amounts of $122, became eligible for extension and the Company elected to extend such notes for an incremental 12-month period. In connection with the contractual extension, the interest rate on the notes reset to 12%. During 2024, Innventure advanced funds in the amount of $1,975 to AeroFlexx. During 2024, two individuals holding equity in the Fund totaling $329 entered into an agreement with the Company and exchanged their equity and additional cash of $121 for 25,775 Class B Preferred Units at an issuance price of $9.6992 and 16,427 Accelsius Series A Units at an issuance price of $12.175. During 2024, the board of directors of Innventure provided written consent approving an increase in the number of Class B Preferred Units authorized under the Company's Fifth Amended and Restated Limited Liability Company Agreement, as amended, from 4,639,577 to 6,722,562. The authorized purchase price per unit remains unchanged at $9.6992. On March 22, 2024, the 2025 Notes with a $6,000 principal balance and $743 of accrued interest were converted into 692,267 Accelsius Series A units at a conversion price of $9.74 per share. The conversion was pursuant to the occurrence of a qualified financing event as described in Note 5. Borrowings with the conversion price reflecting a 20% discount per the conversion terms. Note 15. Subsequent Events The condensed consolidated financial statements and related disclosures include evaluation of events up through and including August 28, 2024, which is the date the condensed consolidated financial statements were available to be issued. Events occurring after June 30, 2024 are: The Company sold 154,003 of Accelsius Series A Units for aggregate proceeds of approximately $1,875. This amount will be reflected in non-controlling interests in the condensed consolidated statements of changes in unitholders' deficit in future periods. The Company continued to receive additional capital through its Class B Preferred Unit capital raise which closed on January 26, 2024. The Company received $2,434 in cash and issued 250,897 new Class B Preferred Units at the issuance price of $9.6992 per share. The Company sold 47,544 PCT shares for aggregate net proceeds of $269. The PCT shares were measured at their fair value immediately prior to the transaction. On July 1, 2024, the Company ("Lender") entered into an intercompany loan agreement with AeroFlexx ("Borrower"). The pre-existing working capital interest-free loans to AeroFlexx, amounting to $7,635 are subject to this agreement as outstanding term loans and will also lend new term loans, up to an aggregate principal amount of $10,000, able to be drawn through the loan maturity date. After any full or partial repayment of the term loans, the borrower may borrow additional funds up to the $10,000 limit until the maturity date. The loan bears interest at the applicable federal rate published by the Internal Revenue Service and is adjusted on a quarterly basis. The term loans and any unpaid accrued interest are required to be repaid by the maturity date, which is the earliest of December 31, 2026 or the date of the sale, transfer or other disposition all of the borrower’s assets or borrower's stock. The Company has an option to convert the outstanding principal amount of the term loans and any unpaid accrued interest into shares or units of next issuance of equity securities by the borrower, at a price equal to 100% of the price per share or unit and same terms and conditions in such issuance. If, by January 1, 2025, the Borrower has not raised equity financing equal to or more than a target of $7,250, then on January 2, 2025, the outstanding principal and any unpaid accrued interest on the Term Loans will automatically convert into Class D preferred units of the borrower at the same price per unit and on the same terms and conditions as the Class D preferred unit of the borrower purchased by lender prior to the date of this loan agreement. The Company lent an additional $350 to AeroFlexx in new term loans pursuant to this agreement. On August 20, 2024, the Company entered into an unsecured short-term promissory note with a related party for $10,000 with an associated $1,000 loan fee which are both due on the earlier of the first business day following closing of the Business Combination or October 15, 2024. On August 20, 2024, the Company signed a non-binding term sheet with a third party lender that would provide the Company with a secured line of credit up to $50,000, available starting at Closing and payable in tranches, with an interest rate of the greater of 13.50% or WSJ prime + 5.00% per annum with repayment terms of up to 36 months. $10,000 penny warrants are also expected to be issued at Closing and represent debt issuance costs. The warrants are expected to be liability classified and are convertible into Holdco common stock. On August 22, 2024, the Company entered into an unsecured short-term promissory note with a related party for $2,000 with an associated interest rate of 11.5% per annum. The loan and associated interest is payable on the earlier of the first business day following closing of the Business Combination or October 15, 2024.

Fair Value Measurement, Level 3 Fair Value Measurement Inputs of Private Placement Warrants (Details) - Learn CW Investment Corporation	Jun. 30, 2024 $ / shares	Dec. 31, 2023 $ / shares shares	Dec. 31, 2022 $ / shares	Oct. 13, 2021 $ / shares shares	Mar. 31, 2021 $ / shares
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares				1
Valuation Technique and Input, Description [Abstract]
Term (years)		5 years 9 months 14 days	5 years 3 months 14 days
Exercise price of warrant (in dollars per share) \| $ / shares		$ 1.60	$ 0.06
Initial Public Offering [Member]
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares				1
Initial Public Offering [Member] \| Class A Units
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares				1
Measurement Input, Share Price [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input		10.84	10.00
Measurement Input, Exercise Price [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input \| $ / shares		11.50	11.50
Measurement Input, Risk Free Interest Rate [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input		0.0378	0.0391
Measurement Input, Price Volatility [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input		0.0200	0.0450
Public Warrants [Member]
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares		0.2		0.2
Public Warrants [Member] \| Initial Public Offering [Member]
Measurement Input [Abstract]
Number of securities called by each Unit (in shares) \| shares				0.5
Valuation Technique and Input, Description [Abstract]
Exercise price of warrant (in dollars per share) \| $ / shares				$ 11.50	$ 11.50
Private Placement Warrants [Member]
Valuation Technique and Input, Description [Abstract]
Term (years)	5 years 1 month 17 days	5 years 9 months 14 days
Exercise price of warrant (in dollars per share) \| $ / shares	$ 0.15	$ 0.02
Private Placement Warrants [Member] \| Measurement Input, Share Price [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input	10.90	10.84
Private Placement Warrants [Member] \| Measurement Input, Exercise Price [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input \| $ / shares	11.50	11.50
Private Placement Warrants [Member] \| Measurement Input, Risk Free Interest Rate [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input	0.0424	0.0378
Private Placement Warrants [Member] \| Measurement Input, Price Volatility [Member]
Valuation Technique and Input, Description [Abstract]
Warrants and Rights Outstanding, Measurement Input	0.035	0.020

SUBSEQUENT EVENTS (Details) - Learn CW Investment Corporation - USD ($)	Aug. 12, 2024	Jul. 11, 2024	Apr. 13, 2024	Mar. 13, 2024	Feb. 13, 2024	Jul. 19, 2026	Jun. 28, 2024	Mar. 19, 2024	Dec. 29, 2023
Subsequent Events [Abstract]
Cash deposited in Trust Account				$ 150,000	$ 150,000
Convertible Notes Payable								$ 3,050,000
Investor [Member] \| Working Capital Loans [Member]
Subsequent Events [Abstract]
Maximum amount of convertible loans							$ 3,800,000	3,050,000	$ 2,487,000
Subsequent event
Subsequent Events [Abstract]
Cash deposited in Trust Account	$ 150,000	$ 150,000	$ 150,000
Subsequent event \| Investor [Member] \| Working Capital Loans [Member]
Subsequent Events [Abstract]
Maximum amount of convertible loans						$ 3,050,000		$ 3,050,000

Investments

6 Months Ended

Jun. 30, 2024

Investments, All Other Investments [Abstract]

Investments

Note 3. Investments

Investments consist of the following:


	December 31,
	2023		2022
Equity-method investments	$	4,482	$	2,984
Exchange-traded investments at fair value	9,685		16,841
Total Investments	$	14,167	$	19,825

Equity-method investments

Unconsolidated VIE


	December 31,
	2023				2022
Asset type	Carrying Amount		Maximum Exposure to Loss		Carrying Amount		Maximum Exposure to Loss
Investment in AeroFlexx	$	1,570	$	1,570	$	—	$	—
Due from related party	2,600		2,600		13		13
Total	$	4,170	$	4,170	$	13	$	13

Summarized financial information:

Summarized financial information of the Fund in which the Company holds an equity method investment is as follows:

Balance sheets


	December 31,
	2023		2022
Current assets	$	58,022	$	60,062
Current liabilities	107		184
Partner's capital	57,915		59,878

Statements of operations


	Years ended December 31,
	2023		2022
Interest income	$	320	$	118
Total operating expenses	1,029		1,005
Net investment loss	$	(709)	$	(887)

Summarized financial information of AeroFlexx in which the Company holds an equity method investment is as follows:

Balance sheets


	December 31,
	2023		2022
Current assets	$	874	$	3,827
Non-current assets	9,906		7,872
Current liabilities	5,036		579
Non-current liabilities	2,995		2,685
Member's equity	2,749		8,435

Statements of operations


	Years ended December 31,
	2023		2022
Revenue	$	16	$	44
Gross loss	1		(146)
Net loss	$	(8,221)	$	(6,244)

Exchange-traded investments

Note 3. Investments

Investments consist of the following:


	June 30, 2024		December 31, 2023
Equity-method investments	$	5,594	$	4,482
Exchange-traded investments at fair value	12,331		9,685
Total Investments	$	17,925	$	14,167

Equity-method investments

The Company’s equity-method investment in the Fund reflects the Company’s general partner interest in the Fund, which represents approximately 5% of the Fund’s total capital commitments. The general partner interest is not consolidated because the Fund is not considered a variable interest entity and the Company does not hold a controlling financial interest in the Fund under the VOE model. The Fund is an investment company that follows a specialized basis of accounting established by GAAP. The Company’s general partnership interest in the Fund is substantially illiquid. While the Fund’s holdings are accounted for at fair value, the equity-method investment in the Fund is adjusted to reflect the fair value of the underlying investments of the Fund as of June 30, 2024 and December 31, 2023. The fair value of the underlying investments in the Fund is based on the Company’s assessment, which takes into account expected cash flows, earnings multiples and/or comparisons to similar market transactions, among other factors. Valuation adjustments reflecting consideration of credit quality, concentration risk, sales restrictions and other liquidity factors are integral to valuing these instruments.

Exchange-traded investments

Net Loss Per Unit

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Net Loss Per Unit

Note 12. Net Loss Per Unit

The Company follows the two-class method when computing net loss per Class A Unit when units are issued that meet the definition of participating securities. The two-class method requires income available to Class A Unitholders for the period to be allocated between Class A and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The two-class method also requires losses for the period to be allocated between Class A and participating securities based on their respective rights if the participating security contractually participates in losses. As holders of Class B, Class B-1 and Class C participating securities do not have a contractual obligation to fund losses, undistributed net losses are not allocated to them for purposes of the loss per unit calculation.

Presented in the table below is a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations for the year ended:


	Years ended December 31,
	2023		2022
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(30,845)	$	(32,757)
Less: cumulative earnings to participating unitholders	$	1,800	$	894
Less: deemed dividend related to Class PCTA and Class I Units	$	(5,366)	$	(7,063)
Net Loss Attributable to Class A Unitholders	$	(27,279)	$	(26,588)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(2.51)	$	(2.44)

The Class PCTA and Class I units are redeemable instruments within mezzanine capital. The increases and decreases in the carrying amount of these instruments are charged against accumulated deficit during respective periods and treated as a deemed dividend in the calculation of net loss attributable to Class A Unitholders.

Note 11. Net Loss Per Unit

The following table presents a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations using the two class method:


	Six months ended June 30,
	2024		2023
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(12,507)	$	1,020
Less: cumulative earnings to participating unitholders	1,492		779
Less: deemed dividend related to Class PCTA and Class I Units	4,777		7,912
Net Loss Attributable to Class A Unitholders	$	(18,776)	$	(7,671)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(1.73)	$	(0.71)

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2024
Subsequent Event [Line Items]
Subsequent Events	Note 16. Subsequent Events The consolidated financial statements and related disclosures include evaluation of events up through and including April 12, 2024, which is the date the consolidated financial statements were available to be issued. During 2024, the Company sold an aggregate of 609,088 of Accelsius Series A Units for aggregate proceeds of approximately $7,416. During 2024, the Company continued to raise additional capital through its Class B Preferred Unit capital raise. The Company received $7,631 in new cash funds and issued 786,711 new Class B Preferred Units at an issuance price of $9.6992 per unit. During 2024, noteholders with principal amount totaling $420 converted their Series 1 promissory notes into an aggregate of 43,303 Class B Preferred Units, based on the Class B Preferred Unit issuance price of $9.6992 per unit. The converting noteholders elected to receive the last interest payment due and waive the prepayment fee, if applicable, in connection with the transaction. During 2024, outstanding Series 1 notes, with outstanding principal amounts of $122, became eligible for extension and the Company elected to extend such notes for an incremental 12-month period. In connection with the contractual extension, the interest rate on the notes reset to 12%. During 2024, Innventure advanced funds in the amount of $1,975 to AeroFlexx. During 2024, two individuals holding equity in the Fund totaling $329 entered into an agreement with the Company and exchanged their equity and additional cash of $121 for 25,775 Class B Preferred Units at an issuance price of $9.6992 and 16,427 Accelsius Series A Units at an issuance price of $12.175. During 2024, the board of directors of Innventure provided written consent approving an increase in the number of Class B Preferred Units authorized under the Company's Fifth Amended and Restated Limited Liability Company Agreement, as amended, from 4,639,577 to 6,722,562. The authorized purchase price per unit remains unchanged at $9.6992. On March 22, 2024, the 2025 Notes with a $6,000 principal balance and $743 of accrued interest were converted into 692,267 Accelsius Series A units at a conversion price of $9.74 per share. The conversion was pursuant to the occurrence of a qualified financing event as described in Note 5. Borrowings with the conversion price reflecting a 20% discount per the conversion terms. Note 15. Subsequent Events The condensed consolidated financial statements and related disclosures include evaluation of events up through and including August 28, 2024, which is the date the condensed consolidated financial statements were available to be issued. Events occurring after June 30, 2024 are: The Company sold 154,003 of Accelsius Series A Units for aggregate proceeds of approximately $1,875. This amount will be reflected in non-controlling interests in the condensed consolidated statements of changes in unitholders' deficit in future periods. The Company continued to receive additional capital through its Class B Preferred Unit capital raise which closed on January 26, 2024. The Company received $2,434 in cash and issued 250,897 new Class B Preferred Units at the issuance price of $9.6992 per share. The Company sold 47,544 PCT shares for aggregate net proceeds of $269. The PCT shares were measured at their fair value immediately prior to the transaction. On July 1, 2024, the Company ("Lender") entered into an intercompany loan agreement with AeroFlexx ("Borrower"). The pre-existing working capital interest-free loans to AeroFlexx, amounting to $7,635 are subject to this agreement as outstanding term loans and will also lend new term loans, up to an aggregate principal amount of $10,000, able to be drawn through the loan maturity date. After any full or partial repayment of the term loans, the borrower may borrow additional funds up to the $10,000 limit until the maturity date. The loan bears interest at the applicable federal rate published by the Internal Revenue Service and is adjusted on a quarterly basis. The term loans and any unpaid accrued interest are required to be repaid by the maturity date, which is the earliest of December 31, 2026 or the date of the sale, transfer or other disposition all of the borrower’s assets or borrower's stock. The Company has an option to convert the outstanding principal amount of the term loans and any unpaid accrued interest into shares or units of next issuance of equity securities by the borrower, at a price equal to 100% of the price per share or unit and same terms and conditions in such issuance. If, by January 1, 2025, the Borrower has not raised equity financing equal to or more than a target of $7,250, then on January 2, 2025, the outstanding principal and any unpaid accrued interest on the Term Loans will automatically convert into Class D preferred units of the borrower at the same price per unit and on the same terms and conditions as the Class D preferred unit of the borrower purchased by lender prior to the date of this loan agreement. The Company lent an additional $350 to AeroFlexx in new term loans pursuant to this agreement. On August 20, 2024, the Company entered into an unsecured short-term promissory note with a related party for $10,000 with an associated $1,000 loan fee which are both due on the earlier of the first business day following closing of the Business Combination or October 15, 2024. On August 20, 2024, the Company signed a non-binding term sheet with a third party lender that would provide the Company with a secured line of credit up to $50,000, available starting at Closing and payable in tranches, with an interest rate of the greater of 13.50% or WSJ prime + 5.00% per annum with repayment terms of up to 36 months. $10,000 penny warrants are also expected to be issued at Closing and represent debt issuance costs. The warrants are expected to be liability classified and are convertible into Holdco common stock. On August 22, 2024, the Company entered into an unsecured short-term promissory note with a related party for $2,000 with an associated interest rate of 11.5% per annum. The loan and associated interest is payable on the earlier of the first business day following closing of the Business Combination or October 15, 2024.
Learn CW Investment Corporation
Subsequent Event [Line Items]
Subsequent Events	NOTE 11. SUBSEQUENT EVENTS Management of 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 upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements, other than as disclosed below. On February 13, 2024, the Company announced that 150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate its initial business combination to March 13, 2024. On March 13, 2024, the Company announced that 150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate its initial business combination to April 13, 2024. On March 19, 2024, the First Restated Note was further amended and issued in the principal amount of up to $3,050,000 in favor of the Sponsor, which was fully drawn as of such date. Note 11 – Subsequent Events Management of the Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed financial statements were issued and has determined that there were no significant unrecognized events through that date other those noted below. On July 11, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate an initial business combination to August 13, 2024. On August 12, 2024, the Company announced that $150,000 was deposited into the Trust Account to extend the period of time the Company has to consummate an initial business combination to September 13, 2024. On August 13, 2024, the Company, acting pursuant to authorization from its Board, notified the NYSE of its intention to voluntarily withdraw the listing of its Class A ordinary shares, Public Warrants and Units from the NYSE and transfer the listing of its Class A ordinary shares to the Nasdaq Global Market (“Nasdaq”). The listing and trading of the Company's securities on the NYSE ended at market close on August 23, 2024, and trading of the Class A ordinary shares commenced on Nasdaq on August 26, 2024, with the Units and Public Warrants commencing trading in the over-the-counter market on the same date.

Summary of Significant Accounting Policies, Net Income Per Ordinary Share (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Weighted Average Number of Shares Outstanding, Diluted [Abstract]
Weighted average Class A Units outstanding, basic (in shares)			10,875,000	10,875,000	10,875,000	10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)			$ (1.73)	$ (0.71)	$ (2.51)	$ (2.44)
Class A Units \| Learn CW Investment Corporation
Net Income (Loss) Attributable to Parent [Abstract]
Undistributed Earnings (Loss) Available to Common Shareholders, Basic	$ (1,584,646)	$ 1,703,734	$ (2,917,669)	$ 3,986,709	$ 3,125,914	$ 7,913,192
Weighted Average Number of Shares Outstanding, Diluted [Abstract]
Weighted average Class A Units outstanding, basic (in shares)	9,338,422	23,000,000	9,338,422	23,000,000	23,000,000	23,000,000
Diluted weighted average shares outstanding (in shares)	9,338,422	23,000,000	9,338,422	23,000,000	23,000,000	23,000,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Diluted net income/(loss) per ordinary share (in dollars per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Class B Ordinary Shares \| Learn CW Investment Corporation
Net Income (Loss) Attributable to Parent [Abstract]
Undistributed Earnings (Loss) Available to Common Shareholders, Basic	$ (975,724)	$ 425,933	$ (1,796,513)	$ 996,677	$ 781,478	$ 1,978,298
Weighted Average Number of Shares Outstanding, Diluted [Abstract]
Weighted average Class A Units outstanding, basic (in shares)	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000
Diluted weighted average shares outstanding (in shares)	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Diluted net income/(loss) per ordinary share (in dollars per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2024

Learn CW Investment Corporation

Subsidiary, Sale of Stock [Line Items]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

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 Our 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 independent registered public accounting firm 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 a 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 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 comparison of the Company’s financial statements with another public company, which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Use of Estimates

Cash and Cash Equivalents

Cash Held in Trust Account

At December 31, 2023, and 2022, all of the assets held in the Trust Account were invested in cash accounts.

Income Taxes

Shares Subject to Possible Redemption

As of December 31, 2023, and 2022, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Gross Proceeds	$	230,000,000
Less:
Proceeds allocated to Public Warrants	(13,110,000)
Class A ordinary shares issuance costs	(12,375,591)
Plus:
Accretion of carrying value to redemption value	31,063,866
Class A ordinary shares subject to possible redemption as of December 31, 2022	$	235,578,275
Plus:
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption as of December 31, 2023	$	100,054,892

Offering Costs

Warrant Liability

Net Income Per Ordinary Share

A reconciliation of net income per ordinary share is as follows:


	For the year ended December 31, 2023				For the year ended December 31, 2022
	Class A		Class B		Class A		Class B
Basic and diluted net income per share
Numerator:
Allocation of net income as adjusted	$	3,125,914	$	781,478	$	7,913,192	$	1,978,298
Denominator:
Basic and diluted weighted average ordinary shares outstanding	23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income per ordinary share	$	0.14	$	0.14	$	0.34	$	0.34

Concentration of Credit Risk

Fair Value of Financial Instruments

Derivative Financial Instruments

Recently Issued Accounting Standards

Note 2 – Summary of Significant Accounting Policies

Basis of Presentation

Emerging Growth Company

provides that a 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 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 comparison of the Company’s financial statements with another public company, which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Use of Estimates

Cash and Cash Equivalents

Assets Held in Trust Account

At June 30, 2024 and December 31, 2023, all of the assets held in the Trust Account were invested in interest-bearing demand deposit accounts and cash accounts, respectively.

Income Taxes

ASC 740 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. The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2024. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

Shares Subject to Possible Redemption

As of June 30, 2024 and December 31, 2023, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Class A ordinary shares subject to possible redemption, December 31, 2022	235,578,275
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption, December 31, 2023	$	100,054,892
Accretion of carrying value to redemption value	1,537,840
Class A ordinary shares subject to possible redemption, June 30, 2024	$	101,592,732

Public Offering Costs

Warrant Liabilities

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815 (“ASC 815”), “Derivatives and Hedging.” The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.

For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants was estimated using a Monte Carlo simulation model (see Note 10).

Net Income Per Ordinary Share

A reconciliation of net (loss)/income per ordinary share is as follows:


	For the Three Months Ended June 30,2024				For the Six Months Ended June 30,2024				For the Three Months Ended June 30, 2023				For the Six Months Ended June 30, 2023
	Class A		Class B		Class A		Class B		Class A		Class B		Class A		Class B
Basic and diluted net income/(loss) per ordinary share
Numerator:
Allocation of net income/(loss), as adjusted	$	(1,584,646)	$	(975,724)	$	(2,917,669)	$	(1,796,513)	$	1,703,734	$	425,933	$	3,986,709	$	996,677
Denominator:
Basic and diluted weighted average shares outstanding	9,338,422		5,750,000		9,338,422		5,750,000		23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income/(loss) per ordinary share	$	(0.17)	$	(0.17)	$	(0.31)	$	(0.31)	$	0.07	$	0.07	$	0.17	$	0.17

Concentration of Credit Risk

Fair Value of Financial Instruments

Derivative Financial Instruments

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC 815, Derivatives and Hedging. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the condensed statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.

The Company will account for the conversion features in the Note under ASC 815. However, if a conversion feature meets the criteria of the scope exception, then it will not be bifurcated.

Recent Accounting Standards

FAIR VALUE MEASUREMENTS

6 Months Ended

Jun. 30, 2024

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value

Note 4. Fair Value

Fair Value Hierarchy


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Totals
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347


December 31, 2022	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	16,841	$	—	$	—	$	16,841

Liabilities:
Embedded derivative liability	—		—		1,641		1,641
Related party payables	580		—		—		580

Derivative Liabilities


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	December 31, 2023		December 31, 2022
Discount Rate	35% - 36%		35% - 38%
Probability of Expected Outcomes
Financing	95	%	85	%
Change in control	3	%	10	%
Other	2	%	5	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 88%		—
Probability of Expected Outcomes
Financing	95	%	—
Change in control	3	%	—
Other	2	%	—

Significant increases or decreases to any of these inputs would result in a significantly higher or lower liability.

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability		Derivative Liability
Balance as of January 1, 2022	$	—	$	1,389
Issuance	1,576		—
Settlement	—		(1,431)
Change in fair value	65		42
Balance as of December 31, 2022	$	1,641	$	—
Issuance	1,119		—
Change in fair value	(766)		—
Balance as of December 31, 2023	$	1,994	$	—

The total net change in fair value included in earnings for the years ended December 31, 2023 and 2022 were $(766) and $107, respectively.

Note 4. Fair Value

Fair Value Hierarchy


June 30, 2024	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	12,331	$	—	$	—	$	12,331

Liabilities:
Related party payables	$	508	$	—	$	—	$	508


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347

Derivative Liabilities

the 2025 notes in a qualified financing. A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	Settlement		December 31, 2023
Discount Rate	35	%	35% - 36%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 87%		71% - 88%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Significant increases or decreases to any of these inputs would result in a significantly higher or lower liability.

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability
Balance as of December 31, 2022	$	1,641
Change in fair value	41
Issuance	647
Balance as of June 30, 2023	2,329

Balance as of December 31, 2023	1,994
Change in fair value	478
Settlement	$	(2,472)
Balance as of June 30, 2024	$	—

The total net change in fair value included in earnings for the six months ended June 30, 2024 and 2023 were $478 and $41, respectively.

The carrying amounts of prepaid expenses and other current assets, due from related parties, other assets, accounts payable, accrued expenses, accrued employee benefits, other current liabilities and other liabilities approximate fair value due to the short maturity terms of these instruments. The Company's convertible promissory notes were converted in March 2024 and the related embedded derivative liabilities settled as part of this conversion (see Note 5. Borrowings). The fair value of the Company's convertible promissory notes as of December 31, 2023, was $4,501.

Learn CW Investment Corporation

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value

NOTE 10. FAIR VALUE MEASUREMENTS

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


December 31, 2023:	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	100,304,232	$	—	$	—	$	100,304,232
Liabilities:
Warrant Liabilities:
Public Warrants	$	230,000	$	—	$	—	$	230,000
Private Placement Warrants	$	—	$	—	$	142,920	$	142,920
Total Warrant Liabilities	$	230,000	$	—	$	142,920	$	372,920


December 31, 2022:	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	235,578,275	$	—	$	—	$	235,578,275
Liabilities:
Warrant Liabilities:
Public Warrants	$	690,000	$	—	$	—	$	690,000
Private Placement Warrants	$	—	$	—	$	428,760	$	428,760
Total Warrant Liabilities	$	690,000	$	—	$	428,760	$	1,118,760

Initial Measurement

The key inputs into the Monte Carlo simulation model for the Private Placement Warrants were as follows on December 31, 2023, and 2022:


Input	December 31, 2023			December 31, 2022
Share Price	$	10.84		$	10.00
Exercise Price	$	11.50		$	11.50
Risk-free rate of interest	3.78		%	3.91		%
Volatility	2.00		%	4.50		%
Term (years)	5.79			5.29
Probability Weighted Fair Value of Warrants	$	1.60		$	0.06

The following table presents the changes in the fair value of Level 3 warrant liabilities:


	Private Placement Warrants
Fair value as of December 31, 2022	$	428,760
Change in valuation inputs or other assumptions(1)	$	(285,840)
Fair value as of December 31, 2023	$	142,920

__________________

(1)Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the statements of operations.

Conversion Option Liability

Note 10 – Fair Value Measurement

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


	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	101,592,732	$	-	$	-	$	101,592,732
Liabilities:
Warrant Liabilities:
Public Warrants	$	1,725,000	$	-	$	-	$	1,725,000
Private Placement Warrants	-		-		1,071,900		1,071,900
Total Warrant Liabilities	$	1,725,000	$	-	$	1,071,900	$	2,796,900


	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	100,304,232	$	-	$	-	$	100,304,232
Liabilities:
Warrant Liabilities:
Public Warrants	$	230,000	$	-	$	-	$	230,000
Private Placement Warrants	-		-		142,920		142,920
Total Warrant Liabilities	$	230,000	$	-	$	142,920	$	372,920

Initial Measurement

The Company established the initial fair value for the Public Warrants and the Private Placement Warrants on October 13, 2021, the date of the Company’s Initial Public Offering, using a Monte Carlo simulation model. The Company allocated the proceeds received from (i) the sale of Units (which is inclusive of one Class A ordinary share and one-fifth of one Public Warrant), and (ii) the sale of Private Placement Warrants, first to the Warrants based on their fair values as determined at initial measurement, with the remaining proceeds allocated to Class A ordinary shares subject to possible redemption based on their relative fair values at the initial measurement date. The Public Warrants and the Private Placement Warrants were classified as Level 3 at the initial measurement date due to the use of unobservable inputs. For periods subsequent to the detachment of the Public Warrants from the Units, which occurred on November 29, 2021, the Public Warrants were valued using the instrument’s publicly listed trading price on the NYSE as of the balance sheet date, which is considered to be a Level 1 measurement due to the use of an observable market quote in an active market.

The key inputs into the Monte Carlo simulation model for the Private Placement Warrants were as follows on June 30, 2024 and December 31, 2023:


Input	June 30, 2024			December 31, 2023
Share Price	$	10.90		$	10.84
Exercise Price	$	11.50		$	11.50
Risk-free rate of interest	4.24		%	3.78		%
Volatility	3.5		%	2.0		%
Term	5.13			5.79
Fair Value of Warrants	$	0.15		$	0.02

The Warrants were valued using a Monte Carlo Simulation Model, which is considered to be a Level 3 fair value measurement. The Modified Black Scholes model’s primary unobservable input utilized in determining the fair value of the Warrants is the expected volatility as of the closing of the Initial Public Offering, which was derived from observable warrant pricing on comparable ‘blank-check’ companies without an identified target. The expected volatility as of subsequent valuation dates was implied from the Company’s own Public Warrant pricing.

The following table presents the changes in the fair value of Level 3 warrant liabilities:


	Private Warrants
Fair value as of December 31, 2023	$	142,920
Change in fair value(1)	$	214,380
Fair value as of March 31, 2024	$	357,300
Change in fair value	$	714,600
Fair value as of June 30, 2024	$	1,071,900

__________________

(1)Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the statement of operations.

Conversion Option Liability

The liability for the conversion option was valued using a Black-Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement. The Black Scholes model’s primary unobservable input utilized in determining the fair value of the conversion option is the expected volatility of the ordinary shares. During the six months ended June 30, 2024 and 2023, there were no changes in the fair value of the conversion option liability. As of June 30, 2024 and December 31, 2023, the fair value of the conversion feature was de minimis.

- Definition

+ References

+ Details

Investments - Narrative (Details) $ in Thousands	1 Months Ended	3 Months Ended	6 Months Ended		12 Months Ended
Investments - Narrative (Details) $ in Thousands	May 31, 2023 USD ($)	Dec. 31, 2023 USD ($) advance	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Schedule of Equity Method Investments [Line Items]
Equity-method investments		$ 4,482	$ 5,594		$ 4,482	$ 2,984
Purchase of equity method investment			0	$ 2,000	2,000	0
Equity method investment income			784	381	(632)	(63)
Amount loaned			$ 5,035	$ 0	$ 2,600	$ 0
Innventus ESG Fund I, L.P.
Schedule of Equity Method Investments [Line Items]
Investment interest percentage		5.00%	5.00%		5.00%
AeroFlexx, LLC
Schedule of Equity Method Investments [Line Items]
Investment interest percentage		31.00%	31.00%		31.00%	30.00%
Equity-method investments		$ 1,570	$ 1,011		$ 1,570	$ 0
Purchase of equity method investment	$ 2,000
Equity method investment income					$ (430)
Number of working capital advances \| advance		5
Amount loaned		$ 2,600

- Definition

+ References + Details

- Definition

Amount of income (loss) for proportionate share of equity method investee's income (loss).

+ References + Details

BALANCE SHEETS - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Current Assets
Total Current Assets	$ 5,664,000	$ 7,815,000
Total Assets	21,564,000	27,979,000
Liabilities, Current [Abstract]
Total Current Liabilities	8,168,000	4,322,000
Total Liabilities	29,420,000	23,306,000
Commitments and Contingencies
Unitholders' Deficit
Accumulated deficit	(64,284,000)	(38,564,000)
Total Liabilities, Mezzanine Capital, and Unitholders' Deficit	21,564,000	27,979,000
Learn CW Investment Corporation
Current Assets
Cash	116,234	748,857
Prepaid expenses	602,682	581,408
Total Current Assets	718,916	1,330,265
Assets Held in Trust Account	100,304,232	235,578,275
Total Assets	101,023,148	236,908,540
Liabilities, Current [Abstract]
Accounts payable and accrued expenses	5,985,161	1,041,776
Shareholder redemption payable	249,339	0
Deferred credits	400,000	0
Total Current Liabilities	6,634,500	1,041,776
Deferred Underwriter’s Fee Payable	0	9,780,500
Outstanding loan amount	$ 2,439,000	$ 1,050,000
Convertible Promissory Note – Related Party	Outstanding loan amount	Outstanding loan amount
Warrant liabilities	$ 372,920	$ 1,118,760
Total Liabilities	9,446,420	12,991,036
Commitments and Contingencies
Class A ordinary shares subject to possible redemption	100,054,892	235,578,275
Unitholders' Deficit
Preferred Units	0	0
Additional paid in capital	0	0
Accumulated deficit	(8,478,739)	(11,661,346)
Total Shareholder's Deficit	(8,478,164)	(11,660,771)
Total Liabilities, Mezzanine Capital, and Unitholders' Deficit	101,023,148	236,908,540
Class A Units
Unitholders' Deficit
Common Units	1,950,000	1,950,000
Class A Units \| Learn CW Investment Corporation
Liabilities, Current [Abstract]
Class A ordinary shares subject to possible redemption	100,054,892	235,578,275
Unitholders' Deficit
Common Units	0	0
Class B Ordinary Shares \| Learn CW Investment Corporation
Unitholders' Deficit
Common Units	$ 575	$ 575

Shareholders' Deficit

6 Months Ended

Jun. 30, 2024

Class of Stock [Line Items]

Unitholders' Deficit

Note 8. Unitholders' Deficit


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	3,608,545	2,226,144
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,585,125

Voting

Preferred Return

Liquidation Preference

Allocations

Class A, Class B Preferred, Class B-1 Preferred and Class C shall participate in the Company’s business and all assets not held within Class PCTA or Class I.

Transactions


	Class B Preferred Units	Class B-1 Preferred Units	Class A Units	Class C Units
Balance – January 1, 2022:	671,254	—	10,875,000	453,125
Unit issuance	1,554,890	342,608	—	1,132,000
Balance – December 31, 2022	2,226,144	342,608	10,875,000	1,585,125
Unit issuance	1,748,684	—	—	—
Units forfeited	—	—	—	(15,000)
Unit conversions	135,133	—	—	—
Balance – December 31, 2023	4,109,961	342,608	10,875,000	1,570,125

Note 8. Unitholders' Deficit


	June 30, 2024		December 31, 2023
	Units Authorized	Units Issued and Outstanding	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	6,722,562	5,259,591	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608	2,600,000	342,608
Class A Units	10,975,000	10,875,000	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125	1,585,125	1,570,125

Preferred Return

Transactions

Learn CW Investment Corporation

Class of Stock [Line Items]

Unitholders' Deficit

NOTE 9. SHAREHOLDERS’ DEFICIT

The Company may issue additional ordinary shares or preference shares to complete its Business Combination or under an employee incentive plan after completion of its Business Combination.

Note 9 – Shareholders’ Deficit

- Definition

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

+ References

+ Details

- Definition

The entire disclosure for equity.

+ References

+ Details

Unitholders' Deficit (Tables)

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Units Authorized, Issued and Outstanding


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	3,608,545	2,226,144
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,585,125


	June 30, 2024		December 31, 2023
	Units Authorized	Units Issued and Outstanding	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	6,722,562	5,259,591	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608	2,600,000	342,608
Class A Units	10,975,000	10,875,000	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125	1,585,125	1,570,125

Units Transactions


	Class B Preferred Units	Class B-1 Preferred Units	Class A Units	Class C Units
Balance – January 1, 2022:	671,254	—	10,875,000	453,125
Unit issuance	1,554,890	342,608	—	1,132,000
Balance – December 31, 2022	2,226,144	342,608	10,875,000	1,585,125
Unit issuance	1,748,684	—	—	—
Units forfeited	—	—	—	(15,000)
Unit conversions	135,133	—	—	—
Balance – December 31, 2023	4,109,961	342,608	10,875,000	1,570,125

- Definition

+ References

+ Details

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Shares Subject to Possible Redemption (Details) - USD ($)		6 Months Ended		12 Months Ended
	Oct. 13, 2021	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Common Stock Subject to Possible Redemption [Abstract]
Accretion of redeemable units to redemption value		$ 4,777,000	$ 7,912,000
Learn CW Investment Corporation
Common Stock Subject to Possible Redemption [Abstract]
Redemption		(249,339)	$ 0	$ (145,222,585)	$ 0
Shareholder redemption payable				(249,339)	0
Accretion of redeemable units to redemption value		1,537,840		9,948,542
Class A ordinary shares subject to possible redemption		$ 101,592,732		100,054,892	235,578,275
Class A Units \| Learn CW Investment Corporation
Common Stock Subject to Possible Redemption [Abstract]
Redemption				(145,222,585)
Shareholder redemption payable				(249,339)
Accretion of redeemable units to redemption value				9,948,542	31,063,866
Class A ordinary shares subject to possible redemption				$ 100,054,892	235,578,275
Initial Public Offering [Member] \| Learn CW Investment Corporation
Common Stock Subject to Possible Redemption [Abstract]
Gross proceeds from initial public offering	$ 230,000,000				230,000,000
Initial Public Offering [Member] \| Class A Units \| Learn CW Investment Corporation
Common Stock Subject to Possible Redemption [Abstract]
Class A ordinary shares issuance costs					(12,375,591)
Initial Public Offering [Member] \| Warrants [Member] \| Learn CW Investment Corporation
Common Stock Subject to Possible Redemption [Abstract]
Proceeds allocated to Public Warrants					$ (13,110,000)

Fair Value - Fair Value Hierarchy (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Assets:
Exchange-traded investments at FVTNI	$ 12,331	$ 9,685	$ 16,841
Liabilities:
Embedded derivative liability	0	1,994	1,641
Related party
Liabilities:
Accounts payable	508	347	580
Quoted Prices in Active Markets for Identical Assets (Level 1)
Assets:
Exchange-traded investments at FVTNI	12,331	9,685	16,841
Liabilities:
Embedded derivative liability		0	0
Quoted Prices in Active Markets for Identical Assets (Level 1) \| Related party
Liabilities:
Accounts payable	508	347	580
Significant Other Observable Inputs (Level 2)
Assets:
Exchange-traded investments at FVTNI	0	0	0
Liabilities:
Embedded derivative liability		0	0
Significant Other Observable Inputs (Level 2) \| Related party
Liabilities:
Accounts payable	0	0	0
Significant Unobservable Inputs (Level 3)
Assets:
Exchange-traded investments at FVTNI	0	0	0
Liabilities:
Embedded derivative liability		1,994	1,641
Significant Unobservable Inputs (Level 3) \| Related party
Liabilities:
Accounts payable	$ 0	$ 0	$ 0

Private Placement	6 Months Ended
Private Placement	Jun. 30, 2024
Learn CW Investment Corporation
Class of Warrant or Right [Line Items]
PRIVATE PLACEMENT	NOTE 4. PRIVATE PLACEMENT Simultaneously with the Initial Public Offering, the Sponsor purchased an aggregate of 7,146,000 Private Placement Units at a price of $1.00 per unit for an aggregate purchase price of $7,146,000. Each Private Placement Warrant is identical to the warrants offered in the Initial Public Offering, except there will be no redemption rights or liquidating distributions from the Trust Account with respect to Private Placement Warrants, which will expire worthless if we do not consummate a Business Combination within the Combination Period. Note 4 – Private Placement Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 7,146,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant, for an aggregate purchase price of $7,146,000, in a private placement. Each Private Placement Warrant is identical to the Public Warrants, except there will be no redemption rights or liquidating distributions from the trust account with respect to Private Placement Warrants, which will expire worthless if the Company does not consummate an initial business combination by the Extended Date.

Accounting Policies (Policies)	6 Months Ended
Accounting Policies (Policies)	Jun. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The consolidated financial statements of the Company are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and include the accounts of the Company and its controlled subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Basis of Presentation These condensed consolidated financial statements are unaudited and should be read in conjunction with the Company's most recent annual audited consolidated financial statements and notes thereto. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. We use the same accounting policies in preparing quarterly and annual financial statements.
Recently Adopted Accounting Pronouncements and Recently Issued But Not Yet Adopted Accounting Standards	Recently Adopted Accounting Pronouncements In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). ASU 2016-13 replaced the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. ASU 2016-13 was originally effective for fiscal years beginning after December 15, 2019, with early adoption permitted. In October 2019, the FASB issued ASU No. 2019-10 , Financial Instruments-Credit Losses (Topic 326): Effective Dates, to finalize the effective date delays for private companies, not-for-profits, and smaller reporting companies applying the current expected credit losses (“CECL”) standards. ASU 2016-13 is now effective for reporting periods beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted. The Company adopted ASU 2016-13 on January 1, 2023 and the adoption did not have a material impact on the Company’s consolidated financial statements. Recently Issued But Not Yet Adopted Accounting Standards In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions ("ASU 2022-03"). ASU 2022-03 clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company is currently assessing the impact of ASU 2022-03 on its consolidated financial statements. In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative (“ASU 2023-06”). This standard modifies the disclosure or presentation requirements of a variety of topics and aligns requirements with the SEC’s existing disclosure requirements. ASU 2023-06 is effective on the date each amendment is removed from Regulation S-X or Regulation S-K with early adoption prohibited. The Company will monitor the removal of various requirements from the current regulations in order to determine when to adopt the related amendments, but does not anticipate the adoption of the new guidance will have a material impact on the Company’s consolidated financial statements. The Company will continue to evaluate the impact of this guidance on its consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which enhances prior reportable segment disclosure requirements in part by requiring entities to disclose significant expenses related to their reportable segments. The amendments in ASU 2023-07 are effective on a retrospective basis for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this accounting standard will have its segment disclosures in Note 15. Business Segment Data. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), which requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid to enhance the transparency and decision usefulness of income tax disclosures. The amendments in this ASU are effective for annual periods beginning after December 15, 2024 on a prospective basis. The Company is currently evaluating the impact that ASU 2023-09 will have on its consolidated financial statements and notes thereto. Recently Adopted Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. This ASU clarifies that contractual sale restrictions should not be considered in measuring the fair value of equity securities. This ASU is effective for fiscal years beginning after December 15, 2023, including interim periods therein, with early adoption permitted. The Company adopted this ASU on January 1, 2024, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued But Not Yet Adopted Accounting Standards In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which enhances prior reportable segment disclosure requirements in part by requiring entities to disclose significant expenses related to their reportable segments. The amendments in ASU 2023-07 are effective on a retrospective basis for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this accounting standard will have on its segment disclosures.

Inventory

6 Months Ended

Jun. 30, 2024

Inventory Disclosure [Abstract]

Inventory

Note 6. Inventory

Inventory consisting of raw materials, work in process and finished goods are stated at the lower of cost or net realizable value. Cost of our inventories is determined by costing methods that approximate an average cost basis.

Inventory consisted of the following:


	June 30, 2024		December 31, 2023
Raw materials	$	651	$	—
Work in process	$	10	$	—
Total inventories	$	662	$	—

Investments - Unconsolidated VIE (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Carrying Amount
Equity-method investments	$ 5,594	$ 4,482	$ 2,984
Due from related parties	7,681	2,602	14
AeroFlexx, LLC
Carrying Amount
Equity-method investments	$ 1,011	1,570	0
Due from related parties		2,600	13
Total		4,170	13
Maximum Exposure to Loss
Investment in AeroFlexx		1,570	0
Due from related party		2,600	13
Total		$ 4,170	$ 13

- Definition

+ References + Details

Warrant Liabilities (Details) - Learn CW Investment Corporation - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022	Oct. 13, 2021	Mar. 31, 2021
Warrants [Abstract]
Exercise price of warrant (in dollars per share)		$ 1.60	$ 0.06
Period to exercise warrants after business combination	30 days	30 days
Trading period for reported volume weighted average price	10 days	10 days
Maximum
Warrants [Abstract]
Alternate Issuance provision, percentage of consideration receivable	70.00%	70.00%
Public Warrants [Member]
Warrants [Abstract]
Number of days to file registration statement	15 days	15 days
Period for registration statement to become effective	60 days	60 days
Private Placement Warrants [Member]
Warrants [Abstract]
Exercise price of warrant (in dollars per share)	$ 0.15	$ 0.02
Redemption of Warrants When Price Equals or Exceeds $18.00 [Member]
Warrants [Abstract]
Warrant redemption price (in dollars per unit)	$ 0.01	$ 0.01
Number of Trading Days	20 days	20 days
Threshold trading days	30 days	30 days
Percentage of exercise price of public warrants is adjusted higher than the market value of newly issued price	180.00%	180.00%
Redemption of Warrants When Price Equals or Exceeds $18.00 [Member] \| Minimum
Warrants [Abstract]
Share price (in dollars per share)	$ 18.00	$ 18.00
Redemption of Warrants When Price Equals or Exceeds $18.00 [Member] \| Maximum
Warrants [Abstract]
Notice period to redeem warrants	30 days	30 days
Redemption of Warrants When Price Equals or Exceeds $10.00 [Member]
Warrants [Abstract]
Warrant redemption price (in dollars per unit)	$ 0.10	$ 0.10
Number of Trading Days	20 days	20 days
Threshold trading days	30 days	30 days
Redemption of Warrants When Price Equals or Exceeds $10.00 [Member] \| Minimum
Warrants [Abstract]
Share price (in dollars per share)	$ 10.00	$ 10.00
Redemption of Warrants When Price Equals or Exceeds $10.00 [Member] \| Maximum
Warrants [Abstract]
Notice period to redeem warrants	30 days	30 days
Initial Public Offering [Member]
Warrants [Abstract]
Warrants issued (in shares)	18,646,000	18,646,000
Initial Public Offering [Member] \| Public Warrants [Member]
Warrants [Abstract]
Exercise price of warrant (in dollars per share)				$ 11.50	$ 11.50
Warrants (in shares)	11,500,000	11,500,000	11,500,000
Warrants and Rights Outstanding	$ 1,725,000	$ 230,000	$ 5,865,000
Initial Public Offering [Member] \| Private Placement Warrants [Member]
Warrants [Abstract]
Warrants (in shares)	7,146,000	7,146,000	7,146,000
Warrants and Rights Outstanding	$ 1,071,900	$ 142,920	$ 3,673,044
Additional Issue of Common Stock or Equity-Linked Securities [Member]
Warrants [Abstract]
Limitation period to transfer, assign or sell warrants	30 days
Percentage of aggregate gross proceeds of issuance available for funding of business combination	60.00%	60.00%
Percentage of exercise price of public warrants is adjusted higher than the market value of newly issued price	115.00%	115.00%
Additional Issue of Common Stock or Equity-Linked Securities [Member] \| Maximum
Warrants [Abstract]
Share price (in dollars per share)	$ 9.20	$ 9.20
Exercise price of warrant (in dollars per share)	$ 9.20	$ 9.20
Additional Issue of Common Stock or Equity-Linked Securities [Member] \| Redemption of Warrants When Price Equals or Exceeds $10.00 [Member]
Warrants [Abstract]
Number of Trading Days	20 days	20 days

Fair Value Measurement, Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Learn CW Investment Corporation - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Liabilities:
Warrant liabilities	$ 2,796,900	$ 372,920	$ 1,118,760
Fair Value, Recurring [Member]
Assets:
Assets Held in Trust	101,592,732	100,304,232	235,578,275
Liabilities:
Warrant liabilities	2,796,900	372,920	1,118,760
Fair Value, Recurring [Member] \| Public Warrants [Member]
Liabilities:
Warrant liabilities	1,725,000	230,000	690,000
Fair Value, Recurring [Member] \| Private Placement Warrants [Member]
Liabilities:
Warrant liabilities	1,071,900	142,920	428,760
Fair Value, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Assets:
Assets Held in Trust	101,592,732	100,304,232	235,578,275
Liabilities:
Warrant liabilities	1,725,000	230,000	690,000
Fair Value, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1) \| Public Warrants [Member]
Liabilities:
Warrant liabilities	1,725,000	230,000	690,000
Fair Value, Recurring [Member] \| Quoted Prices in Active Markets for Identical Assets (Level 1) \| Private Placement Warrants [Member]
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Other Observable Inputs (Level 2)
Assets:
Assets Held in Trust	0	0	0
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Other Observable Inputs (Level 2) \| Public Warrants [Member]
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Other Observable Inputs (Level 2) \| Private Placement Warrants [Member]
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Unobservable Inputs (Level 3)
Assets:
Assets Held in Trust	0	0	0
Liabilities:
Warrant liabilities	1,071,900	142,920	428,760
Fair Value, Recurring [Member] \| Significant Unobservable Inputs (Level 3) \| Public Warrants [Member]
Liabilities:
Warrant liabilities	0	0	0
Fair Value, Recurring [Member] \| Significant Unobservable Inputs (Level 3) \| Private Placement Warrants [Member]
Liabilities:
Warrant liabilities	$ 1,071,900	$ 142,920	$ 428,760

Borrowings (Tables)

6 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Borrowings


	December 31,
	2023		2022
Series 1 promissory notes, 9% or 12% interest, maturity ranging from 36 – 48 months from issuance	$	1,911	$	2,717
Innventure1 LLC related party note	—		501
Related party note	1,000		—
Convertible promissory notes, 8% interest, mature 36 months from issuance	6,634		4,118
Other loans	—		65
Total Notes Payable	9,545		7,401
Less: unamortized debt discount	(2,133)		(1,503)
Less: current portion of related party notes payable	(1,000)		(501)
Less: current portion of notes payable	(912)		(1,949)
Total Long-term Notes	$	5,500	$	3,448


	June 30, 2024		December 31, 2023
Series 1 promissory notes, 9-15% interest, maturity: 36 – 60 months from issuance	$	1,175	$	1,911
Related party note	1,000		1,000
Convertible promissory notes, 8% interest, maturity: 36 months from issuance	—		6,634
Total Notes Payable	2,175		9,545
Less: unamortized debt discount	—		(2,133)
Less: current portion of related party notes payable	(1,000)		(1,000)
Less: current portion of notes payable	(772)		(912)
Total Long-term Notes	$	403	$	5,500

Maturity of Borrowings

The Company’s note payable and notes payable to related parties mature as follows:


Year Ending December 31,	Amount
2024	$	1,890
2025	$	7,463
2026	$	192
Total Debt	$	9,545

The Company’s notes payable and notes payable to related parties mature as follows:


Year Ending December 31,	Amount
2024 (remaining 6 months)	$	1,753
2025	$	422
Total Debt	$	2,175

- Definition

+ References

+ Details

Organization, Consolidation and Presentation of Financial Statements	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	Note 1. Nature of Business Innventure LLC (together with its subsidiaries, the “Company” or “Innventure”) is an origination platform company with its headquarters in Orlando, Florida. Its principal operation is to partner with large multinational companies and acquire new intellectual property and patents through newly created entities where Innventure LLC supports the initial funding, sometimes through direct contributions, and manages the new independent company through its initial scaling with the goal of building disruptive companies that have the ability to significantly change the way businesses, industries, markets, and / or consumers operate. On October 24, 2023, Learn CW Investment Corporation (“Learn CW”) entered into a Business Combination Agreement (the “Business Combination Agreement”), by and among Learn CW, Learn SPAC HoldCo, Inc., a Delaware corporation and direct, wholly owned subsidiary of Learn CW (“Holdco”), LCW Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of Holdco (“LCW Merger Sub”), and Innventure Merger Sub, LLC, a Delaware limited liability company and direct, wholly owned subsidiary of Holdco (“Innventure Merger Sub”) and the Company. Pursuant to the Business Combination Agreement, the parties thereto will enter into a business combination transaction (the “Business Combination” and, together with the other transactions contemplated thereby, the “Transactions”), pursuant to which, among other things, (i) LCW Merger Sub will merge with and into Learn CW (the “LCW Merger”), with Learn CW being the surviving company, and (ii) Innventure Merger Sub will merge with and into the Company (the “Innventure Merger” and together with the LCW Merger, the “Mergers”), with the Company being the surviving company. Following the Mergers, each of the Company and Learn CW will be a subsidiary of Holdco, and Holdco will become a publicly traded company. At the closing of the Transactions, Holdco is expected to change its name to Innventure, Inc, and its common stock, par value $0.0001, is expected to list on NYSE American. The Business Combination is expected to be consummated after the required approval by the shareholders of Learn CW and the satisfaction of certain other conditions. Note 1. Nature of Business Innventure LLC (together with its subsidiaries, the “Company” or “Innventure”) founds, funds, and operates companies with a focus on transformative, sustainable technology solutions acquired or licensed from Multinational Corporations (“MNCs”). As owner-operators, Innventure takes what it believes to be breakthrough technologies from early evaluation to scaled commercialization utilizing an approach designed to help mitigate risk as it builds disruptive companies that it believes have the potential to achieve a target enterprise value of at least $1 billion. Innventure defines “disruptive” as innovations that have the ability to significantly change the way businesses, industries, markets and/or consumers operate. Innventure’s headquarters is located in Orlando, Florida. On October 24, 2023, Innventure and Learn CW Investment Corporation ("Learn CW") entered into a business combination agreement (as it may be amended and supplemented or otherwise modified from time to time in accordance with its terms, the “Business Combination Agreement”), with Learn SPAC HoldCo, Inc., a Delaware corporation and direct, wholly-owned subsidiary of Learn CW (“Holdco”), LCW Merger Sub, Inc., a Delaware corporation and direct, wholly-owned subsidiary of Holdco (“LCW Merger Sub”) and Innventure Merger Sub, LLC, a Delaware limited liability company and direct, wholly-owned subsidiary of Holdco (“Innventure Merger Sub” and, together with LCW Merger Sub, the “Merger Subs”). Pursuant to the Business Combination Agreement, the parties thereto will enter into a business combination, pursuant to which, among other things, (i) LCW Merger Sub will merge with and into Learn CW, with Learn CW as the surviving company of the LCW Merger, and (ii) Innventure Merger Sub will merge with and into Innventure, with Innventure as the surviving entity of the Innventure Merger. Following these mergers, each of Learn CW and Innventure will be a subsidiary of Holdco, and Holdco will become a publicly traded company (together, the "Business Combination"). At closing of the Business Combination, Holdco will change its name to Innventure, Inc. Further details about the Business Combination may be found in filings made by Holdco and Learn CW with the Securities and Exchange Commission, specifically, registration statements on Form S-4 filed by Holdco. The Business Combination is expected to be consummated after the required approval by the shareholders of Learn CW and the satisfaction of certain other conditions.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Income Taxes (Details) - Learn CW Investment Corporation - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Temporary Equity [Line Items]
Unrecognized tax benefits	$ 0	$ 0
Accrued interest and penalties	0	0
Cash	$ 205,454	$ 116,234	$ 748,857

- Definition

+ References + Details

Investments (Tables)

6 Months Ended

Jun. 30, 2024

Investments, All Other Investments [Abstract]

Investments

Investments consist of the following:


	December 31,
	2023		2022
Equity-method investments	$	4,482	$	2,984
Exchange-traded investments at fair value	9,685		16,841
Total Investments	$	14,167	$	19,825

Investments consist of the following:


	June 30, 2024		December 31, 2023
Equity-method investments	$	5,594	$	4,482
Exchange-traded investments at fair value	12,331		9,685
Total Investments	$	17,925	$	14,167

Consolidated Balance Sheets (Parenthetical) - shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Redeemable Class I Units
Redeemable units, authorized (in shares)	1,000,000	1,000,000	1,000,000
Redeemable units, issued (in shares)	1,000,000	1,000,000	1,000,000
Redeemable units, outstanding (in shares)	1,000,000	1,000,000	1,000,000
Redeemable Class PCTA Units
Redeemable units, authorized (in shares)	3,982,675	3,982,675	3,982,675
Redeemable units, issued (in shares)	3,982,675	3,982,675	3,982,675
Redeemable units, outstanding (in shares)	3,982,675	3,982,675	3,982,675
Class B Preferred Units
Preferred units authorized (in shares)	6,722,562	4,639,557	3,608,545
Preferred units issued (in shares)	5,259,591	4,109,961	2,226,144
Preferred units outstanding (in shares)	5,259,591	4,109,961	2,226,144
Class B-1 Preferred Units
Preferred units authorized (in shares)	2,600,000	2,600,000	2,600,000
Preferred units issued (in shares)	342,608	342,608	342,608
Preferred units outstanding (in shares)	342,608	342,608	342,608
Class A Units
Common units authorized (in shares)	10,975,000	10,975,000	10,975,000
Common units issued (in shares)	10,875,000	10,875,000	10,875,000
Common units outstanding (in shares)	10,875,000	10,875,000	10,875,000
Class C Units
Common units authorized (in shares)	1,585,125	1,585,125	1,585,125
Common units issued (in shares)	1,570,125	1,570,125	1,585,125
Common units outstanding (in shares)	1,570,125	1,570,125	1,585,125

Fair Value - Significant Unobservable Inputs Utilized to Estimate Fair Value (Details) - Convertible debt $ in Thousands	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Notes issued August 2022 due 2025
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Notes principal	$ 4,000	$ 4,000
Notes issued August 2022 due 2025 \| Discount rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0.35
Notes issued August 2022 due 2025 \| Discount rate \| Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input		0.35	0.35
Notes issued August 2022 due 2025 \| Discount rate \| Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input		0.36	0.38
Notes issued August 2022 due 2025 \| Probability of expected outcomes: Financing
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	1	0.95	0.85
Notes issued August 2022 due 2025 \| Probability of expected outcomes: Change in control
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0	0.03	0.10
Notes issued August 2022 due 2025 \| Probability of expected outcomes: Other
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0	0.02	0.05
Notes issued June and July 2023 due 2025
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Notes principal	$ 2,000		$ 2,000
Notes issued June and July 2023 due 2025 \| Discount rate \| Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0.71	0.71
Notes issued June and July 2023 due 2025 \| Discount rate \| Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0.87	0.88
Notes issued June and July 2023 due 2025 \| Probability of expected outcomes: Financing
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	1	0.95
Notes issued June and July 2023 due 2025 \| Probability of expected outcomes: Change in control
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0	0.03
Notes issued June and July 2023 due 2025 \| Probability of expected outcomes: Other
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0	0.02

Property, Plant and Equipment (Tables)

6 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, plant, and equipment consisted of the following:


	December 31,
	2023		2022
Leasehold improvements	$	38	$	—
Machinery & equipment	$	86	$	—
Computers & office equipment	$	19	$	—
Construction in progress	$	502	$	—
Property, Plant and Equipment, Gross	$	645	$	—
Less: Accumulated depreciation	$	(8)	$	—
Property, Plant and Equipment, Net	$	637	$	—


	June 30, 2024		December 31, 2023
Leasehold improvements	$	669	$	38
Machinery & equipment	$	146	$	86
Computers & office equipment	$	19	$	19
Construction in progress	$	518	$	502
Property, Plant and Equipment, Gross	$	1,352	$	645
Less: Accumulated depreciation	$	(78)	$	(8)
Property, Plant and Equipment, Net	$	1,274	$	637

Fair Value Measurement (Tables)

6 Months Ended

Jun. 30, 2024

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value Hierarchy


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Totals
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347


December 31, 2022	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	16,841	$	—	$	—	$	16,841

Liabilities:
Embedded derivative liability	—		—		1,641		1,641
Related party payables	580		—		—		580

Fair Value Hierarchy


June 30, 2024	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	12,331	$	—	$	—	$	12,331

Liabilities:
Related party payables	$	508	$	—	$	—	$	508


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347

Significant Unobservable Inputs Utilized to Estimate Fair Value

A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	December 31, 2023		December 31, 2022
Discount Rate	35% - 36%		35% - 38%
Probability of Expected Outcomes
Financing	95	%	85	%
Change in control	3	%	10	%
Other	2	%	5	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 88%		—
Probability of Expected Outcomes
Financing	95	%	—
Change in control	3	%	—
Other	2	%	—

A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	Settlement		December 31, 2023
Discount Rate	35	%	35% - 36%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 87%		71% - 88%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Learn CW Investment Corporation

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value Hierarchy


December 31, 2023:	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	100,304,232	$	—	$	—	$	100,304,232
Liabilities:
Warrant Liabilities:
Public Warrants	$	230,000	$	—	$	—	$	230,000
Private Placement Warrants	$	—	$	—	$	142,920	$	142,920
Total Warrant Liabilities	$	230,000	$	—	$	142,920	$	372,920


December 31, 2022:	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	235,578,275	$	—	$	—	$	235,578,275
Liabilities:
Warrant Liabilities:
Public Warrants	$	690,000	$	—	$	—	$	690,000
Private Placement Warrants	$	—	$	—	$	428,760	$	428,760
Total Warrant Liabilities	$	690,000	$	—	$	428,760	$	1,118,760


	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	101,592,732	$	-	$	-	$	101,592,732
Liabilities:
Warrant Liabilities:
Public Warrants	$	1,725,000	$	-	$	-	$	1,725,000
Private Placement Warrants	-		-		1,071,900		1,071,900
Total Warrant Liabilities	$	1,725,000	$	-	$	1,071,900	$	2,796,900


	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	100,304,232	$	-	$	-	$	100,304,232
Liabilities:
Warrant Liabilities:
Public Warrants	$	230,000	$	-	$	-	$	230,000
Private Placement Warrants	-		-		142,920		142,920
Total Warrant Liabilities	$	230,000	$	-	$	142,920	$	372,920

Significant Unobservable Inputs Utilized to Estimate Fair Value

The key inputs into the Monte Carlo simulation model for the Private Placement Warrants were as follows on December 31, 2023, and 2022:


Input	December 31, 2023			December 31, 2022
Share Price	$	10.84		$	10.00
Exercise Price	$	11.50		$	11.50
Risk-free rate of interest	3.78		%	3.91		%
Volatility	2.00		%	4.50		%
Term (years)	5.79			5.29
Probability Weighted Fair Value of Warrants	$	1.60		$	0.06

The key inputs into the Monte Carlo simulation model for the Private Placement Warrants were as follows on June 30, 2024 and December 31, 2023:


Input	June 30, 2024			December 31, 2023
Share Price	$	10.90		$	10.84
Exercise Price	$	11.50		$	11.50
Risk-free rate of interest	4.24		%	3.78		%
Volatility	3.5		%	2.0		%
Term	5.13			5.79
Fair Value of Warrants	$	0.15		$	0.02

Changes in Fair Value of Warrant Liabilities

The following table presents the changes in the fair value of Level 3 warrant liabilities:


	Private Placement Warrants
Fair value as of December 31, 2022	$	428,760
Change in valuation inputs or other assumptions(1)	$	(285,840)
Fair value as of December 31, 2023	$	142,920

__________________

(1)Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the statements of operations.

The following table presents the changes in the fair value of Level 3 warrant liabilities:


	Private Warrants
Fair value as of December 31, 2023	$	142,920
Change in fair value(1)	$	214,380
Fair value as of March 31, 2024	$	357,300
Change in fair value	$	714,600
Fair value as of June 30, 2024	$	1,071,900

__________________

(1)Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the statement of operations.

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2024

Subsidiary, Sale of Stock [Line Items]

Mezzanine Capital

Mezzanine capital consisted of the following:


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class PCTA Units	3,982,675	3,982,675
Class I Units	1,000,000	1,000,000


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class PCTA Units	3,982,675	3,982,675
Class I Units	1,000,000	1,000,000

Earnings Per Unit Reconciliation

Presented in the table below is a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations for the year ended:


	Years ended December 31,
	2023		2022
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(30,845)	$	(32,757)
Less: cumulative earnings to participating unitholders	$	1,800	$	894
Less: deemed dividend related to Class PCTA and Class I Units	$	(5,366)	$	(7,063)
Net Loss Attributable to Class A Unitholders	$	(27,279)	$	(26,588)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(2.51)	$	(2.44)

The following table presents a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations using the two class method:


	Six months ended June 30,
	2024		2023
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(12,507)	$	1,020
Less: cumulative earnings to participating unitholders	1,492		779
Less: deemed dividend related to Class PCTA and Class I Units	4,777		7,912
Net Loss Attributable to Class A Unitholders	$	(18,776)	$	(7,671)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(1.73)	$	(0.71)

Learn CW Investment Corporation

Subsidiary, Sale of Stock [Line Items]

Mezzanine Capital

As of December 31, 2023, and 2022, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Gross Proceeds	$	230,000,000
Less:
Proceeds allocated to Public Warrants	(13,110,000)
Class A ordinary shares issuance costs	(12,375,591)
Plus:
Accretion of carrying value to redemption value	31,063,866
Class A ordinary shares subject to possible redemption as of December 31, 2022	$	235,578,275
Plus:
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption as of December 31, 2023	$	100,054,892

As of June 30, 2024 and December 31, 2023, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Class A ordinary shares subject to possible redemption, December 31, 2022	235,578,275
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption, December 31, 2023	$	100,054,892
Accretion of carrying value to redemption value	1,537,840
Class A ordinary shares subject to possible redemption, June 30, 2024	$	101,592,732

Earnings Per Unit Reconciliation

A reconciliation of net income per ordinary share is as follows:


	For the year ended December 31, 2023				For the year ended December 31, 2022
	Class A		Class B		Class A		Class B
Basic and diluted net income per share
Numerator:
Allocation of net income as adjusted	$	3,125,914	$	781,478	$	7,913,192	$	1,978,298
Denominator:
Basic and diluted weighted average ordinary shares outstanding	23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income per ordinary share	$	0.14	$	0.14	$	0.34	$	0.34

A reconciliation of net (loss)/income per ordinary share is as follows:


	For the Three Months Ended June 30,2024				For the Six Months Ended June 30,2024				For the Three Months Ended June 30, 2023				For the Six Months Ended June 30, 2023
	Class A		Class B		Class A		Class B		Class A		Class B		Class A		Class B
Basic and diluted net income/(loss) per ordinary share
Numerator:
Allocation of net income/(loss), as adjusted	$	(1,584,646)	$	(975,724)	$	(2,917,669)	$	(1,796,513)	$	1,703,734	$	425,933	$	3,986,709	$	996,677
Denominator:
Basic and diluted weighted average shares outstanding	9,338,422		5,750,000		9,338,422		5,750,000		23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income/(loss) per ordinary share	$	(0.17)	$	(0.17)	$	(0.31)	$	(0.31)	$	0.07	$	0.07	$	0.17	$	0.17

Commitment and Contingencies - Minimum Patent Royalties Payable (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Years Ending December 31,
2024	$ 700	$ 775
2025	825	700
2026	825	825
2027	825	825
2028		825
Thereafter		9,900
Total	$ 13,600	$ 13,850

Fair Value - Level 3 Liabilities (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Change in fair value			$ (766)	$ 107
Embedded Derivative Liability
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Beginning balance	$ 1,994	$ 1,641	1,641	0
Change in fair value	478	41	(766)	65
Issuance		647	1,119	1,576
Settlement	(2,472)			0
Ending balance	$ 0	$ 2,329	$ 1,994	$ 1,641

Unitholders' Deficit - Units Authorized, Issued and Outstanding (Details) - shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Class B Preferred Units
Class of Stock [Line Items]
Preferred units authorized (in shares)	6,722,562	4,639,557	3,608,545
Preferred units issued (in shares)	5,259,591	4,109,961	2,226,144
Preferred units outstanding (in shares)	5,259,591	4,109,961	2,226,144
Class B-1 Preferred Units
Class of Stock [Line Items]
Preferred units authorized (in shares)	2,600,000	2,600,000	2,600,000
Preferred units issued (in shares)	342,608	342,608	342,608
Preferred units outstanding (in shares)	342,608	342,608	342,608
Class A Units
Class of Stock [Line Items]
Common units authorized (in shares)	10,975,000	10,975,000	10,975,000
Common units issued (in shares)	10,875,000	10,875,000	10,875,000
Common units outstanding (in shares)	10,875,000	10,875,000	10,875,000
Class C Units
Class of Stock [Line Items]
Common units authorized (in shares)	1,585,125	1,585,125	1,585,125
Common units issued (in shares)	1,570,125	1,570,125	1,585,125
Common units outstanding (in shares)	1,570,125	1,570,125	1,585,125

Property, Plant and Equipment

6 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Note 6. Property, Plant and Equipment

Property, plant, and equipment consisted of the following:


	December 31,
	2023		2022
Leasehold improvements	$	38	$	—
Machinery & equipment	$	86	$	—
Computers & office equipment	$	19	$	—
Construction in progress	$	502	$	—
Property, Plant and Equipment, Gross	$	645	$	—
Less: Accumulated depreciation	$	(8)	$	—
Property, Plant and Equipment, Net	$	637	$	—

Note 7. Property, Plant and Equipment


	June 30, 2024		December 31, 2023
Leasehold improvements	$	669	$	38
Machinery & equipment	$	146	$	86
Computers & office equipment	$	19	$	19
Construction in progress	$	518	$	502
Property, Plant and Equipment, Gross	$	1,352	$	645
Less: Accumulated depreciation	$	(78)	$	(8)
Property, Plant and Equipment, Net	$	1,274	$	637

Related Party Transactions	6 Months Ended
Related Party Transactions	Jun. 30, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Note 13. Related Party Transactions The Company’s former Chief Financial Officer is a significant shareholder of an investor in $500 of Series 2 notes. The Series 2 notes were fully repaid in cash during the year ended December 31, 2022. As more fully described in Note 5. Borrowings, the Company has various notes with affiliates. The Innventure1 related party notes had no stated interest or maturity prior to their extinguishment during 2023. In addition, the Company issued a convertible promissory note to the Fund (the 2025 Convertible Promissory Note - Related Party). The Company also issued a related party note for $1,000 that has no stated interest or maturity. Transactions with Innventure1 A portion of PCT common stock subject to lock-up was released during 2022. Innventure1 elected to contribute in-kind a portion of its PCT common stock in exchange for Class B-1 Preferred Units. As a result, 342,608 Class B-1 Preferred Units were issued for $3,323. In 2022, Innventure1 assigned its ownership interest in a portion of the Company’s PCT common stock to third-party investors. The Company recorded a liability of $105 in related party payables in the consolidated balance sheets to account for the contractual obligation to deliver the PCT common stock to those third-party investors, who are related parties of Innventure1 and are considered related parties to the Company. Distributions of PCT common stock were made to third-party investors in 2022 totaling $34 and the liability was subsequently revalued as of December 31, 2022 to $89 and then to $53 on December 31, 2023. The change in value was included in net gain on investments - due to related parties in the consolidated statements of operations. Transactions with the Fund In the normal course of business, the Company advances certain expenses on behalf of the Fund. Certain expenses paid by the Company, which meet certain criteria, are reimbursed to the Company by the Fund. Amounts paid by the Company not reimbursed by the Fund totaled $48 and $176 for the years ended December 31, 2023 and 2022, respectively. There was a receivable of $2 as of December 31, 2023 and 2022, related to those expenses included in due from related parties in the consolidated balance sheets. As more fully described in Note 2. Accounting Policies, the Company earns a 1-2% management fee for administrative, finance and accounting, and other back-office functions from the Fund. Management fees earned from the unconsolidated Fund totaled $789 for the years ended December 31, 2023 and 2022, which is recorded as management fee income - related party in the consolidated statements of operations. In March 2021, the Company entered into a purchase option agreement with the Fund, a related party, to sell 145,161 shares of PCT common stock with an exercise price of $1. The option period would have expired on July 22, 2024 and the Company measured the derivative liability at fair value, as further described in Note 4. Fair Value. The option was exercised in March 2022 and the shares are subject to the lock-up provisions. The liability due to the Fund as of December 31, 2023 and 2022 was $294 and $491, respectively, and included in related party payables in the consolidated balance sheets. During 2023, the Company also sold 23,712 of Accelsius Class A Series 2 Units to the Fund for aggregate proceeds of approximately $104. In 2022, the Company sold 71,136 of Accelsius Class A Series 2 Units to the Fund for aggregate proceeds of approximately $313. These amount is reflected in non-controlling interests in the consolidated statements of changes in unitholders' deficit. Transactions with AeroFlexx In the normal course of business, the Company advances certain expenses on behalf of AeroFlexx. Amounts paid by the Company that were reimbursed by AeroFlexx totaled $128 and $299 for the years ended December 31, 2023 and 2022, respectively. There was a receivable of $— and $13 as of December 31, 2023 and 2022, respectively, related to those expenses included in due from related parties in the consolidated balance sheets. In May 2023, the Company made a $2,000 investment in AeroFlexx in exchange for Class D preferred units. The Company recognizes the investment in accordance with the equity-method (see Note 3. Investments). In addition, during the fourth quarter of 2023, Innventure made five separate working capital advances to AeroFlexx for a total of $2,600 which is presented within "Due from related parties" in the consolidated balance sheets. Transactions in PCT stock with related parties During 2022, the Company distributed shares of PCT's common stock to the holders of Class PCTA Units, along with other individuals as agreed-upon and directed by Innventure1, once shares were no longer subject to lock-up. Each distribution was considered a redemption of the owners’ interest in Class PCTA Units and the Company recorded a $14,077 realized gain in the consolidated statements of operations for the year ended December 31, 2022 as a result of this transaction. No such shares of PCT's common stock were distributed by the Company during 2023. Note 12. Related Party Transactions As more fully described in Note 5. Borrowings, the Company has various notes with affiliates. The Company had a convertible promissory note to the Fund as part of the 2025 Notes which was converted during the six months ended June 30, 2024. The Company also has a related party note for $1,000 that had no stated interest or maturity at issuance. The Company formally came to terms on the related party note by executing an unsecured promissory note with the related party on May 2, 2024. As per the terms of the executed agreement, the note matures on December 21, 2024. Upon maturity, the Company is required to repay the outstanding principal amount of $1,000 and a loan fee equal to approximately $63. There is no stated interest as per the terms of the executed agreement but it provides for interest at the rate of 8% per annum on the outstanding amount from the maturity date if the Company fails to pay any amount due on the maturity date. Transactions with Innventure1 The related party liability established in connection with the ownership interest in the Company's PCT common stock assigned by Innventure1 to investors which are considered related parties of the Company was revalued to $78 and $53 as of June 30, 2024 and December 31, 2023, respectively. The change in value was included in Net (loss) gain on investments – due to related parties in the condensed consolidated statements of operations. Transactions with the Fund In the normal course of business, the Company advances certain expenses on behalf of the Fund. Expenses which meet certain criteria are reimbursed to the Company by the Fund. Amounts paid by the Company not reimbursed by the Fund totaled $35 and $9 for the six months ended June 30, 2024 and 2023, respectively. There was a receivable of $4 and $2 as of June 30, 2024 and December 31, 2023, respectively, related to those expenses included in Due from related parties in the condensed consolidated balance sheets. The Company earns a 1-2% management fee for administrative, finance and accounting, and other back-office functions from the Fund. Management fees earned from the Fund totaled $393 and $394 for the six months ended June 30, 2024 and 2023, which is recorded as Management fee income - related parties in the condensed consolidated statements of operations. In March 2021, the Company entered into a purchase option agreement with the Fund, a related party, to sell 145,161 shares of PCT common stock with an exercise price of $1. The option period would have expired on July 22, 2024 and the Company measured the derivative liability at fair value. The option was exercised in March 2022 and the shares are subject to the lock-up provisions. The liability due to the Fund as of June 30, 2024 and December 31, 2023 was $430 and $294, respectively, and is included in Related party payables in the condensed consolidated balance sheets. During the six months ended June 30, 2023, the Company sold 23,712 of Accelsius Class A Units to the Fund for aggregate proceeds of approximately $104. This amount is reflected in non-controlling interests in the condensed consolidated statements of changes in unitholders' deficit. Transactions with AeroFlexx In the normal course of business, the Company advances certain expenses on behalf of AeroFlexx. Amounts paid by the Company that were reimbursed by AeroFlexx totaled $12 and $58 for the six months ended June 30, 2024 and 2023, respectively. There was a receivable of $43 and $— as of June 30, 2024 and December 31, 2023, respectively, related to those expenses included in Due from related parties in the condensed consolidated balance sheets. As of June 30, 2024 and December 31, 2023, the Company had $7,635 and $2,600 of advances to Aeroflexx which is included in Due from related parties in the condensed consolidated balance sheets. The advances have no stated interest or maturity date but are expected to be repaid within a year.

- Definition

+ References

+ Details

Business Segment Data (Tables)

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Reportable Segment Information

Reportable segment information for the years ended December 31, 2023 and 2022, respectively, are as follows.


	Years ended December 31,
	2023		2022
Revenues:
Corporate	$	1,198	$	942
Elimination of management services provided to Technology	$	(81)	$	—
Consolidated Revenues	$	1,117	$	942

Interest Expense:
Corporate	$	329	$	675
Technology	$	1,039	$	223
Consolidated Interest Expense	$	1,368	$	898

Net Loss:
Corporate	$	(20,367)	$	(14,831)
Technology	$	(10,617)	$	(17,954)
Consolidated Net Loss	$	(30,984)	$	(32,785)

Capital Expenditures:
Technology	$	645	$	—
Consolidated Capital Expenditures	$	645	$	—


	December 31,
	2023		2022
Total Assets:
Corporate	$	22,953	$	26,633
Technology	$	16,246	$	2,642
Eliminations	$	(17,635)	$	(1,296)
Consolidated Total Assets	$	21,564	$	27,979

Reportable segment information for the six months ended June 30, 2024 and 2023, respectively, are as follows.


	Six months ended June 30,
	2024		2023
Revenues:
Corporate	$	501	$	646
Elimination of management services provided to Technology	$	(54)	$	(27)
Consolidated Revenues	$	447	$	619

Interest Expense:
Corporate	$	99	$	164
Technology	$	491	$	359
Consolidated Interest Expense	$	590	$	523

Net Loss:
Corporate	$	(8,403)	$	5,349
Technology	$	(10,437)	$	(4,385)
Consolidated Net Loss	$	(18,840)	$	964

Capital Expenditures:
Technology	$	706	$	124
Consolidated Capital Expenditures	$	706	$	124


	June 30, 2024		December 31, 2023
Total Assets:
Corporate	$	21,364	$	22,953
Technology	$	34,828	$	16,246
Eliminations	$	(23,800)	$	(17,635)
Consolidated Total Assets	$	32,392	$	21,564

INITIAL PUBLIC OFFERING	6 Months Ended
INITIAL PUBLIC OFFERING	Jun. 30, 2024
Learn CW Investment Corporation
Subsidiary, Sale of Stock [Line Items]
INITIAL PUBLIC OFFERING	NOTE 3. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering on October 13, 2021, the Company sold 23,000,000 Units, including 3,000,000 Units as a result of the underwriters’ exercise of their over-allotment option in full, at a purchase price of $10.00 per Unit. Each Unit consists of one share of the Company’s Class A ordinary share, and one-half of one Public Warrant. Each Public Warrant entitles the holder to purchase one share of Class A ordinary share at an exercise price of $11.50 per whole share (see Note 8). Note 3 – Initial Public Offering Pursuant to the Initial Public Offering on October 13, 2021, the Company sold 23,000,000 Units, including 3,000,000 Units as a result of the underwriter’s exercise of their over-allotment option in full, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share, and one-half of one Public Warrant. Each Public Warrant entitles the holder to purchase one Class A ordinary share at an exercise price of $11.50 per whole share (see Note 7).

Borrowings - Maturity (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
2024 (remaining 6 months)	$ 1,753
2025	422	$ 1,890
Total Notes Payable	$ 2,175	$ 9,545	$ 7,401

WARRANT LIABILITY (Details) - Learn CW Investment Corporation - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022	Oct. 13, 2021	Mar. 31, 2021
Warrants [Abstract]
Exercise price of warrant (in dollars per share)		$ 1.60	$ 0.06
Period to exercise warrants after business combination	30 days	30 days
Trading period for reported volume weighted average price	10 days	10 days
Maximum
Warrants [Abstract]
Alternate Issuance provision, percentage of consideration receivable	70.00%	70.00%
Public Warrants [Member]
Warrants [Abstract]
Number of days to file registration statement	15 days	15 days
Period for registration statement to become effective	60 days	60 days
Private Placement Warrants [Member]
Warrants [Abstract]
Exercise price of warrant (in dollars per share)	$ 0.15	$ 0.02
Redemption of Warrants When Price Equals or Exceeds $18.00 [Member]
Warrants [Abstract]
Warrant redemption price (in dollars per unit)	$ 0.01	$ 0.01
Number of Trading Days	20 days	20 days
Threshold trading days	30 days	30 days
Percentage of exercise price of public warrants is adjusted higher than the market value of newly issued price	180.00%	180.00%
Redemption of Warrants When Price Equals or Exceeds $18.00 [Member] \| Minimum
Warrants [Abstract]
Share price (in dollars per share)	$ 18.00	$ 18.00
Redemption of Warrants When Price Equals or Exceeds $18.00 [Member] \| Maximum
Warrants [Abstract]
Notice period to redeem warrants	30 days	30 days
Redemption of Warrants When Price Equals or Exceeds $10.00 [Member]
Warrants [Abstract]
Warrant redemption price (in dollars per unit)	$ 0.10	$ 0.10
Number of Trading Days	20 days	20 days
Threshold trading days	30 days	30 days
Redemption of Warrants When Price Equals or Exceeds $10.00 [Member] \| Minimum
Warrants [Abstract]
Share price (in dollars per share)	$ 10.00	$ 10.00
Redemption of Warrants When Price Equals or Exceeds $10.00 [Member] \| Maximum
Warrants [Abstract]
Notice period to redeem warrants	30 days	30 days
Initial Public Offering [Member]
Warrants [Abstract]
Warrants issued (in shares)	18,646,000	18,646,000
Initial Public Offering [Member] \| Public Warrants [Member]
Warrants [Abstract]
Exercise price of warrant (in dollars per share)				$ 11.50	$ 11.50
Warrants (in shares)	11,500,000	11,500,000	11,500,000
Warrants and Rights Outstanding	$ 1,725,000	$ 230,000	$ 5,865,000
Initial Public Offering [Member] \| Private Placement Warrants [Member]
Warrants [Abstract]
Warrants (in shares)	7,146,000	7,146,000	7,146,000
Warrants and Rights Outstanding	$ 1,071,900	$ 142,920	$ 3,673,044
Additional Issue of Common Stock or Equity-Linked Securities [Member]
Warrants [Abstract]
Limitation period to transfer, assign or sell warrants	30 days
Percentage of aggregate gross proceeds of issuance available for funding of business combination	60.00%	60.00%
Percentage of exercise price of public warrants is adjusted higher than the market value of newly issued price	115.00%	115.00%
Additional Issue of Common Stock or Equity-Linked Securities [Member] \| Maximum
Warrants [Abstract]
Share price (in dollars per share)	$ 9.20	$ 9.20
Exercise price of warrant (in dollars per share)	$ 9.20	$ 9.20
Additional Issue of Common Stock or Equity-Linked Securities [Member] \| Redemption of Warrants When Price Equals or Exceeds $10.00 [Member]
Warrants [Abstract]
Number of Trading Days	20 days	20 days

Description of Organization and Business Operations, Liquidity, Capital Resources and Going Concern (Details) - Learn CW Investment Corporation - USD ($)				6 Months Ended		12 Months Ended
	Jun. 28, 2024	Mar. 19, 2024	May 05, 2022	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 29, 2023	May 03, 2022
Liquidity and Capital Resources [Abstract]
Cash				$ 205,454		$ 116,234	$ 748,857
Amount drawn				1,734,192	$ 0	1,445,000	1,050,000
Outstanding loan amount				$ 3,800,000		2,439,000	1,050,000
Investor [Member] \| Working Capital Loans [Member]
Liquidity and Capital Resources [Abstract]
Proceeds from Issuance of Common Stock	$ 3,800,000	$ 3,050,000
Unsecured loan								$ 2,487,000	$ 1,050,000
Amount drawn			$ 1,050,000
Maximum amount of convertible loans	3,800,000	$ 3,050,000						$ 2,487,000
Outstanding loan amount	$ 3,800,000					$ 2,439,000	$ 1,050,000

Investments - Narrative (Details) - USD ($) $ in Thousands	6 Months Ended
Investments - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Equity Method Investments [Line Items]
Equity-method investments	$ 5,594	$ 4,482	$ 2,984
Number of exchange-traded shares sold (in shares)	308,338
Sale of exchange-traded investments	$ 1,744
Receivables from brokers	$ 389
Innventus ESG Fund I, L.P.
Schedule of Equity Method Investments [Line Items]
Investment interest percentage	5.00%	5.00%
AeroFlexx, LLC
Schedule of Equity Method Investments [Line Items]
Investment interest percentage	31.00%	31.00%	30.00%
Equity-method investments	$ 1,011	$ 1,570	$ 0

- Definition

+ References + Details

Related Party Transactions	6 Months Ended
Related Party Transactions	Jun. 30, 2024
Related Party Transaction [Line Items]
Related Party Transactions	Note 13. Related Party Transactions The Company’s former Chief Financial Officer is a significant shareholder of an investor in $500 of Series 2 notes. The Series 2 notes were fully repaid in cash during the year ended December 31, 2022. As more fully described in Note 5. Borrowings, the Company has various notes with affiliates. The Innventure1 related party notes had no stated interest or maturity prior to their extinguishment during 2023. In addition, the Company issued a convertible promissory note to the Fund (the 2025 Convertible Promissory Note - Related Party). The Company also issued a related party note for $1,000 that has no stated interest or maturity. Transactions with Innventure1 A portion of PCT common stock subject to lock-up was released during 2022. Innventure1 elected to contribute in-kind a portion of its PCT common stock in exchange for Class B-1 Preferred Units. As a result, 342,608 Class B-1 Preferred Units were issued for $3,323. In 2022, Innventure1 assigned its ownership interest in a portion of the Company’s PCT common stock to third-party investors. The Company recorded a liability of $105 in related party payables in the consolidated balance sheets to account for the contractual obligation to deliver the PCT common stock to those third-party investors, who are related parties of Innventure1 and are considered related parties to the Company. Distributions of PCT common stock were made to third-party investors in 2022 totaling $34 and the liability was subsequently revalued as of December 31, 2022 to $89 and then to $53 on December 31, 2023. The change in value was included in net gain on investments - due to related parties in the consolidated statements of operations. Transactions with the Fund In the normal course of business, the Company advances certain expenses on behalf of the Fund. Certain expenses paid by the Company, which meet certain criteria, are reimbursed to the Company by the Fund. Amounts paid by the Company not reimbursed by the Fund totaled $48 and $176 for the years ended December 31, 2023 and 2022, respectively. There was a receivable of $2 as of December 31, 2023 and 2022, related to those expenses included in due from related parties in the consolidated balance sheets. As more fully described in Note 2. Accounting Policies, the Company earns a 1-2% management fee for administrative, finance and accounting, and other back-office functions from the Fund. Management fees earned from the unconsolidated Fund totaled $789 for the years ended December 31, 2023 and 2022, which is recorded as management fee income - related party in the consolidated statements of operations. In March 2021, the Company entered into a purchase option agreement with the Fund, a related party, to sell 145,161 shares of PCT common stock with an exercise price of $1. The option period would have expired on July 22, 2024 and the Company measured the derivative liability at fair value, as further described in Note 4. Fair Value. The option was exercised in March 2022 and the shares are subject to the lock-up provisions. The liability due to the Fund as of December 31, 2023 and 2022 was $294 and $491, respectively, and included in related party payables in the consolidated balance sheets. During 2023, the Company also sold 23,712 of Accelsius Class A Series 2 Units to the Fund for aggregate proceeds of approximately $104. In 2022, the Company sold 71,136 of Accelsius Class A Series 2 Units to the Fund for aggregate proceeds of approximately $313. These amount is reflected in non-controlling interests in the consolidated statements of changes in unitholders' deficit. Transactions with AeroFlexx In the normal course of business, the Company advances certain expenses on behalf of AeroFlexx. Amounts paid by the Company that were reimbursed by AeroFlexx totaled $128 and $299 for the years ended December 31, 2023 and 2022, respectively. There was a receivable of $— and $13 as of December 31, 2023 and 2022, respectively, related to those expenses included in due from related parties in the consolidated balance sheets. In May 2023, the Company made a $2,000 investment in AeroFlexx in exchange for Class D preferred units. The Company recognizes the investment in accordance with the equity-method (see Note 3. Investments). In addition, during the fourth quarter of 2023, Innventure made five separate working capital advances to AeroFlexx for a total of $2,600 which is presented within "Due from related parties" in the consolidated balance sheets. Transactions in PCT stock with related parties During 2022, the Company distributed shares of PCT's common stock to the holders of Class PCTA Units, along with other individuals as agreed-upon and directed by Innventure1, once shares were no longer subject to lock-up. Each distribution was considered a redemption of the owners’ interest in Class PCTA Units and the Company recorded a $14,077 realized gain in the consolidated statements of operations for the year ended December 31, 2022 as a result of this transaction. No such shares of PCT's common stock were distributed by the Company during 2023. Note 12. Related Party Transactions As more fully described in Note 5. Borrowings, the Company has various notes with affiliates. The Company had a convertible promissory note to the Fund as part of the 2025 Notes which was converted during the six months ended June 30, 2024. The Company also has a related party note for $1,000 that had no stated interest or maturity at issuance. The Company formally came to terms on the related party note by executing an unsecured promissory note with the related party on May 2, 2024. As per the terms of the executed agreement, the note matures on December 21, 2024. Upon maturity, the Company is required to repay the outstanding principal amount of $1,000 and a loan fee equal to approximately $63. There is no stated interest as per the terms of the executed agreement but it provides for interest at the rate of 8% per annum on the outstanding amount from the maturity date if the Company fails to pay any amount due on the maturity date. Transactions with Innventure1 The related party liability established in connection with the ownership interest in the Company's PCT common stock assigned by Innventure1 to investors which are considered related parties of the Company was revalued to $78 and $53 as of June 30, 2024 and December 31, 2023, respectively. The change in value was included in Net (loss) gain on investments – due to related parties in the condensed consolidated statements of operations. Transactions with the Fund In the normal course of business, the Company advances certain expenses on behalf of the Fund. Expenses which meet certain criteria are reimbursed to the Company by the Fund. Amounts paid by the Company not reimbursed by the Fund totaled $35 and $9 for the six months ended June 30, 2024 and 2023, respectively. There was a receivable of $4 and $2 as of June 30, 2024 and December 31, 2023, respectively, related to those expenses included in Due from related parties in the condensed consolidated balance sheets. The Company earns a 1-2% management fee for administrative, finance and accounting, and other back-office functions from the Fund. Management fees earned from the Fund totaled $393 and $394 for the six months ended June 30, 2024 and 2023, which is recorded as Management fee income - related parties in the condensed consolidated statements of operations. In March 2021, the Company entered into a purchase option agreement with the Fund, a related party, to sell 145,161 shares of PCT common stock with an exercise price of $1. The option period would have expired on July 22, 2024 and the Company measured the derivative liability at fair value. The option was exercised in March 2022 and the shares are subject to the lock-up provisions. The liability due to the Fund as of June 30, 2024 and December 31, 2023 was $430 and $294, respectively, and is included in Related party payables in the condensed consolidated balance sheets. During the six months ended June 30, 2023, the Company sold 23,712 of Accelsius Class A Units to the Fund for aggregate proceeds of approximately $104. This amount is reflected in non-controlling interests in the condensed consolidated statements of changes in unitholders' deficit. Transactions with AeroFlexx In the normal course of business, the Company advances certain expenses on behalf of AeroFlexx. Amounts paid by the Company that were reimbursed by AeroFlexx totaled $12 and $58 for the six months ended June 30, 2024 and 2023, respectively. There was a receivable of $43 and $— as of June 30, 2024 and December 31, 2023, respectively, related to those expenses included in Due from related parties in the condensed consolidated balance sheets. As of June 30, 2024 and December 31, 2023, the Company had $7,635 and $2,600 of advances to Aeroflexx which is included in Due from related parties in the condensed consolidated balance sheets. The advances have no stated interest or maturity date but are expected to be repaid within a year.
Learn CW Investment Corporation
Related Party Transaction [Line Items]
Related Party Transactions	NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares On February 2, 2021, in consideration for the payment of certain of the Company’s offering costs, the Company applied $25,000 of outstanding advances from the Sponsor towards the issuance of 7,187,000 shares of the Company’s Class B ordinary shares. On August 20, 2021 and September 9, 2021, the Sponsor effected a surrender of 1,287,000 Class B ordinary shares and 150,000 Class B ordinary shares, respectively, to the Company for no consideration, resulting in a decrease in the total number of Class B ordinary shares outstanding from 7,187,000 to 5,750,000. All shares and associated amounts have been retroactively restated to reflect the share surrender. The initial shareholders agreed to forfeit up to 750,000 Founder Shares to the extent the over-allotment was not exercised in full by the underwriter. In May 2021, our sponsor transferred 30,000 founder shares to each of our independent directors at the same price originally paid for such shares. On October 13, 2021, the underwriter exercised the full over-allotment option. The Sponsor has agreed not to transfer, assign or sell any of its Founder Shares until the earlier to occur of: (A) one year after the completion of a Business Combination or (B) the date on which the Company completes a liquidation, merger, capital stock exchange or similar transaction that results in the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property. Notwithstanding the foregoing, if the last sale price of the Company’s Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Business Combination, the Founder Shares will be released from the lock-up. Promissory Note — Related Party Related Party Loans In order to finance transaction costs in connection with a Business Combination, the sponsor, an affiliate of the sponsor, or the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (the “Working Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of notes may be converted upon consummation of a Business Combination into warrants at a price of $1.00 per warrant. The warrants will be identical to the Private Placement Warrants. 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. On May 3, 2022, the Company entered into a promissory note with the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate amount of $1,050,000 which the Company drew down in full on May 5, 2022. This note is non-interest bearing and is due on the earlier of the day by which the Company must complete a Business Combination, and the effective date of a Business Combination. On December, 29, 2023, the Company and the Sponsor amended and restated the promissory note, agreeing to amend the principal amount of the loan of up to $2,487,000. On March 19, 2024, the Company and the Sponsor further amended and restated the First Restated Note, agreeing to amend the principal amount of the loan of up to $3,050,000, which was fully drawn as of such date. The outstanding balance under this loan amounted to $2,439,000 as of December 31, 2023 and $1,050,000 as of December 31, 2022. Management determined that there was an embedded conversion feature related to the note that would require bifurcation and be classified as a liability. However, based on a third-party valuation, the amount was determined to be de minimis. Note 5 – Related Party Transactions Founder Shares On February 2, 2021, in consideration for the payment of certain of the Company’s offering costs, the Company applied $25,000 of outstanding advances from the Sponsor towards the issuance of 7,187,000 Class B ordinary shares. On August 20, 2021, and September 9, 2021, the Sponsor effected a surrender of 1,287,000 Class B ordinary shares and 150,000 Class B ordinary shares, respectively, to the Company for no consideration, resulting in a decrease in the total number of Class B ordinary shares outstanding from 7,187,000 to 5,750,000. All shares and associated amounts have been retroactively restated to reflect the share surrender. The initial shareholders agreed to forfeit up to 750,000 Founder Shares to the extent the over-allotment was not exercised in full by the underwriter. In May 2021, the Sponsor transferred 30,000 Founder Shares to each of the Company’s independent directors at the same price originally paid for such shares. On October 13, 2021, the underwriter exercised the full over-allotment option. The Sponsor has agreed not to transfer, assign or sell any of its Founder Shares until the earlier to occur of: (A) one year after the completion of an initial business combination or (B) the date on which the Company completes a liquidation, merger, capital stock exchange or similar transaction that results in the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property. Notwithstanding the foregoing, if the last sale price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after an initial business combination, the Founder Shares will be released from the lock-up. Related Party Loans In order to finance transaction costs in connection with an initial business combination, the Sponsor, an affiliate of the Sponsor, or the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (the “Working Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes would either be repaid upon consummation of an initial business combination, without interest, or, at the lender’s discretion, up to $1,500,000 of notes may be converted upon consummation of an initial business combination into warrants at a price of $1.00 per warrant. The warrants will be identical to the Private Placement Warrants. 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. On May 3, 2022, the Company entered into a promissory note with the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate amount of $1,050,000 which the Company drew down in full on May 5, 2022. This note is non-interest bearing and is due on the earlier of the day by which the Company must complete an initial business combination, and the effective date of such business combination. On December 29, 2023, the Company and the Sponsor entered into the First Restated Note, agreeing to amend the principal amount of the loan of up to $2,487,000. On March 19, 2024, the Company and the Sponsor entered into the Second Restated Note, agreeing to amend the principal amount of the loan of up to $3,050,000. On June 28, 2024, the Company and the Sponsor entered into the Third Restated Note, agreeing to amend the principal amount of the loan of up to $3,800,000, which was fully drawn as of such date. The outstanding balance under this loan amounted to $3,800,000 as of June 30, 2024 and $2,439,000 as of December 31, 2023. Management determined that there was an embedded conversion feature related to the Note that would require bifurcation and be classified as a liability. However, based on a third-party valuation, the amount was determined to be de minimis.

- Definition

+ References

+ Details

Related Party Transactions (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2021
Related Party Transaction [Line Items]
Notes payable	$ 2,175		$ 9,545	$ 7,401
Due from related parties	7,681		2,602	14
Revenues	447	$ 619	1,117	942
Noncontrolling interest sold	10,851	104	337	313
Management fee
Related Party Transaction [Line Items]
Revenues	447	444	892	789
Transactions with the Fund
Related Party Transaction [Line Items]
Related party transaction	35	$ 9	48	176
Related party
Related Party Transaction [Line Items]
Accounts payable	508		347	580
Related party \| Transactions with Innventure1
Related Party Transaction [Line Items]
Contractual obligation	78		53	89
Related party \| Transactions with the Fund
Related Party Transaction [Line Items]
Due from related parties	4		2	2
Purchase option (in shares)					145,161
Purchase option, price (in usd per share)					$ 1
Accounts payable	430		$ 294	$ 491
Noncontrolling interest sold (in shares)		23,712	23,712	71,136
Noncontrolling interest sold		$ 104	$ 104	$ 313
Related party \| Transactions with the Fund \| Management fee
Related Party Transaction [Line Items]
Revenues	$ 393	394	$ 789	789
Related party \| Transactions with the Fund \| Minimum
Related Party Transaction [Line Items]
Management fee percentage	1.00%		1.00%
Related party \| Transactions with the Fund \| Maximum
Related Party Transaction [Line Items]
Management fee percentage	2.00%		2.00%
Related party \| Expense transactions with AeroFlexx
Related Party Transaction [Line Items]
Related party transaction	$ 12	$ 58	$ 128	299
Due from related parties	43		0	$ 13
Related party \| Advance transactions With AeroFlexx
Related Party Transaction [Line Items]
Due from related parties	7,635		2,600
Notes payable \| Related party \| Related party note
Related Party Transaction [Line Items]
Notes payable	1,000		$ 1,000
Loan fee due upon maturity	$ 63
Interest rate if not paid at maturity	8.00%

Property, Plant and Equipment (Tables)

6 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, plant, and equipment consisted of the following:


	December 31,
	2023		2022
Leasehold improvements	$	38	$	—
Machinery & equipment	$	86	$	—
Computers & office equipment	$	19	$	—
Construction in progress	$	502	$	—
Property, Plant and Equipment, Gross	$	645	$	—
Less: Accumulated depreciation	$	(8)	$	—
Property, Plant and Equipment, Net	$	637	$	—


	June 30, 2024		December 31, 2023
Leasehold improvements	$	669	$	38
Machinery & equipment	$	146	$	86
Computers & office equipment	$	19	$	19
Construction in progress	$	518	$	502
Property, Plant and Equipment, Gross	$	1,352	$	645
Less: Accumulated depreciation	$	(78)	$	(8)
Property, Plant and Equipment, Net	$	1,274	$	637

Borrowings - Maturity (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
2024	$ 422	$ 1,890
2025		7,463
2026		192
Total Notes Payable	$ 2,175	$ 9,545	$ 7,401

Commitments and Contingencies

6 Months Ended

Jun. 30, 2024

Class of Stock [Line Items]

Commitment and Contingencies

Note 14. Commitments and Contingencies

PCT Guaranty

Patent Agreement Contingent Fees


Royalty Payments
7.5% plus the Cumulative Purchase Incentive1 applied to all direct revenue
15% plus the Cumulative Indirect Purchase Incentive1 applied to all indirect revenue

__________________

Minimum royalties for the MNC’s fiscal years thereafter are summarized in the following table:


Years Ending December 31,	Amount
2024	$	775
2025	700
2026	825
2027	825
2028	825
Thereafter	9,900
Total	$	13,850

Note 13. Commitments and Contingencies

PCT Guaranty

Patent Agreement Contingent Fees

The Company's minimum patent royalties included in Patent installment payables on the condensed consolidated balance sheets are due as follows:


Years Ending December 31,	Amount
2024	$	525
2025	$	700
2026	$	825
2027	$	825
2028	$	825
Thereafter	$	9,900
Total	$	13,600

Learn CW Investment Corporation

Class of Stock [Line Items]

Commitment and Contingencies

NOTE 6. COMMITMENTS AND CONTINGENCIES

Registration and Shareholders Rights

The holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of the Working Capital Loans (and in each case holders of their component securities, as applicable) will be entitled to registration rights pursuant to a registration rights agreement to be signed prior to or on the effective date of the Offering (October 13, 2021), requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to our Class A ordinary shares). The holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of a Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriter’s Agreement

Effective as of September 1, 2023, the underwriters from the Initial Public Offering resigned and withdrew from their role in the Business Combination and thereby waived their entitlement to the deferred underwriting commissions in the amount of $9,780,500, which was recorded as a gain on settlement of underwriter fees on the statement of shareholders’ deficit for the three and nine months ended September 30, 2023 for $9,223,757, which represents the original amount recorded to accumulated deficit, and the remaining balance representing the original amount recorded to the statements of operations of $556,743 was recorded for the year ended December 31, 2023.

Note 6 – Commitments and Contingencies

Registration and Shareholders Rights

The holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of the Working Capital Loans (and in each case holders of their component securities, as applicable) will be entitled to registration rights pursuant to a registration rights agreement signed simultaneously with the offering (October 13, 2021), requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to the Class A ordinary shares). The holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of an initial business combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

The underwriter was entitled to a deferred fee of $0.35 per Unit, or $7,780,500 in the aggregate, and a discretionary deferred fee of $2,000,000. The deferred fee would have become payable to the underwriter from the amounts held in the Trust Account solely in the event that the Company completed an initial business combination, subject to the terms of the underwriting agreement. Even though the services the underwriter owed the Company for such deferred compensation had already been provided in full in connection with the Initial Public Offering, on September 1, 2023, the underwriter gratuitously waived its entitlement to the deferred compensation. The underwriter was not provided, and will not be provided, any consideration in exchange for its waiver of their entitlement to the payment of the deferred compensation.

- Definition

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

+ References

+ Details

Fair Value (Tables)

6 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value Hierarchy


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Totals
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347


December 31, 2022	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	16,841	$	—	$	—	$	16,841

Liabilities:
Embedded derivative liability	—		—		1,641		1,641
Related party payables	580		—		—		580

Fair Value Hierarchy


June 30, 2024	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	12,331	$	—	$	—	$	12,331

Liabilities:
Related party payables	$	508	$	—	$	—	$	508


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347

Significant Unobservable Inputs Utilized to Estimate Fair Value

A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	December 31, 2023		December 31, 2022
Discount Rate	35% - 36%		35% - 38%
Probability of Expected Outcomes
Financing	95	%	85	%
Change in control	3	%	10	%
Other	2	%	5	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 88%		—
Probability of Expected Outcomes
Financing	95	%	—
Change in control	3	%	—
Other	2	%	—

A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	Settlement		December 31, 2023
Discount Rate	35	%	35% - 36%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 87%		71% - 88%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Level 3 Liabilities

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability		Derivative Liability
Balance as of January 1, 2022	$	—	$	1,389
Issuance	1,576		—
Settlement	—		(1,431)
Change in fair value	65		42
Balance as of December 31, 2022	$	1,641	$	—
Issuance	1,119		—
Change in fair value	(766)		—
Balance as of December 31, 2023	$	1,994	$	—

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability
Balance as of December 31, 2022	$	1,641
Change in fair value	41
Issuance	647
Balance as of June 30, 2023	2,329

Balance as of December 31, 2023	1,994
Change in fair value	478
Settlement	$	(2,472)
Balance as of June 30, 2024	$	—

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2024	Dec. 31, 2023	Oct. 24, 2023	Oct. 18, 2023	Oct. 11, 2023	Dec. 31, 2022
Unitholders' Deficit
Ordinary shares, par value (in dollars per share)			$ 0.0001
Learn CW Investment Corporation
Convertible Promissory Note – Related Party	Outstanding loan amount	Outstanding loan amount				Outstanding loan amount
Liabilities and Unitholders’ Capital
Ordinary Shares subject to possible redemption (in shares)	9,338,421	9,338,421				23,000,000
Temporary Equity, Par or Stated Value Per Share	$ 10.88	$ 10.71				$ 10.24
Unitholders' Deficit
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001				$ 0.0001
Preferred units authorized (in shares)	1,000,000	1,000,000				1,000,000
Preferred units outstanding (in shares)	0	0				0
Class A Units
Unitholders' Deficit
Ordinary shares, shares authorized (in shares)	10,975,000	10,975,000				10,975,000
Common units issued (in shares)	10,875,000	10,875,000				10,875,000
Common units outstanding (in shares)	10,875,000	10,875,000				10,875,000
Class A Units \| Learn CW Investment Corporation
Liabilities and Unitholders’ Capital
Ordinary Shares subject to possible redemption (in shares)	9,338,421	9,338,421				23,000,000
Unitholders' Deficit
Ordinary shares, par value (in dollars per share)	$ 0.0001	$ 0.0001		$ 0.0001		$ 0.0001
Ordinary shares, shares authorized (in shares)	200,000,000	200,000,000				200,000,000
Common units issued (in shares)		0				0
Common units outstanding (in shares)	0	0				0
Class B Ordinary Shares \| Learn CW Investment Corporation
Unitholders' Deficit
Ordinary shares, par value (in dollars per share)	$ 0.0001	$ 0.0001			$ 0.0001	$ 0.0001
Ordinary shares, shares authorized (in shares)	20,000,000	20,000,000				20,000,000
Common units issued (in shares)	5,750,000	5,750,000				5,750,000
Common units outstanding (in shares)	5,750,000	5,750,000				5,750,000

Net Loss Per Unit

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Net Loss Per Unit

Note 12. Net Loss Per Unit

Presented in the table below is a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations for the year ended:


	Years ended December 31,
	2023		2022
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(30,845)	$	(32,757)
Less: cumulative earnings to participating unitholders	$	1,800	$	894
Less: deemed dividend related to Class PCTA and Class I Units	$	(5,366)	$	(7,063)
Net Loss Attributable to Class A Unitholders	$	(27,279)	$	(26,588)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(2.51)	$	(2.44)

Note 11. Net Loss Per Unit

The following table presents a reconciliation of the numerator and denominator for the basic earnings per unit (“EPU”) calculations using the two class method:


	Six months ended June 30,
	2024		2023
Numerator:
Net loss attributable to Innventure LLC Unitholders	$	(12,507)	$	1,020
Less: cumulative earnings to participating unitholders	1,492		779
Less: deemed dividend related to Class PCTA and Class I Units	4,777		7,912
Net Loss Attributable to Class A Unitholders	$	(18,776)	$	(7,671)
Denominator:
Weighted average Class A Units outstanding, basic	10,875,000		10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic	$	(1.73)	$	(0.71)

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred Tax Assets:
Deferred lease liabilities	$ 189	$ 0
Sec 174 expenses	766	0
Startup costs	3,614	3,615
Accrued bonus	171	0
Accrued expenses	7	0
Loss carry-forwards	1,663	74
Total Deferred Tax Assets	6,410	3,689
Less: Valuation allowance	(5,910)	(3,689)
Net Deferred Tax Assets	500	0
Deferred Tax Liabilities:
Amortization	(323)	0
ROU assets	(177)	0
Total Deferred Tax Liabilities	(500)	0
Net Deferred Tax Assets	$ 0	$ 0

Nature of Business	6 Months Ended
Nature of Business	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	Note 1. Nature of Business Innventure LLC (together with its subsidiaries, the “Company” or “Innventure”) is an origination platform company with its headquarters in Orlando, Florida. Its principal operation is to partner with large multinational companies and acquire new intellectual property and patents through newly created entities where Innventure LLC supports the initial funding, sometimes through direct contributions, and manages the new independent company through its initial scaling with the goal of building disruptive companies that have the ability to significantly change the way businesses, industries, markets, and / or consumers operate. On October 24, 2023, Learn CW Investment Corporation (“Learn CW”) entered into a Business Combination Agreement (the “Business Combination Agreement”), by and among Learn CW, Learn SPAC HoldCo, Inc., a Delaware corporation and direct, wholly owned subsidiary of Learn CW (“Holdco”), LCW Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of Holdco (“LCW Merger Sub”), and Innventure Merger Sub, LLC, a Delaware limited liability company and direct, wholly owned subsidiary of Holdco (“Innventure Merger Sub”) and the Company. Pursuant to the Business Combination Agreement, the parties thereto will enter into a business combination transaction (the “Business Combination” and, together with the other transactions contemplated thereby, the “Transactions”), pursuant to which, among other things, (i) LCW Merger Sub will merge with and into Learn CW (the “LCW Merger”), with Learn CW being the surviving company, and (ii) Innventure Merger Sub will merge with and into the Company (the “Innventure Merger” and together with the LCW Merger, the “Mergers”), with the Company being the surviving company. Following the Mergers, each of the Company and Learn CW will be a subsidiary of Holdco, and Holdco will become a publicly traded company. At the closing of the Transactions, Holdco is expected to change its name to Innventure, Inc, and its common stock, par value $0.0001, is expected to list on NYSE American. The Business Combination is expected to be consummated after the required approval by the shareholders of Learn CW and the satisfaction of certain other conditions. Note 1. Nature of Business Innventure LLC (together with its subsidiaries, the “Company” or “Innventure”) founds, funds, and operates companies with a focus on transformative, sustainable technology solutions acquired or licensed from Multinational Corporations (“MNCs”). As owner-operators, Innventure takes what it believes to be breakthrough technologies from early evaluation to scaled commercialization utilizing an approach designed to help mitigate risk as it builds disruptive companies that it believes have the potential to achieve a target enterprise value of at least $1 billion. Innventure defines “disruptive” as innovations that have the ability to significantly change the way businesses, industries, markets and/or consumers operate. Innventure’s headquarters is located in Orlando, Florida. On October 24, 2023, Innventure and Learn CW Investment Corporation ("Learn CW") entered into a business combination agreement (as it may be amended and supplemented or otherwise modified from time to time in accordance with its terms, the “Business Combination Agreement”), with Learn SPAC HoldCo, Inc., a Delaware corporation and direct, wholly-owned subsidiary of Learn CW (“Holdco”), LCW Merger Sub, Inc., a Delaware corporation and direct, wholly-owned subsidiary of Holdco (“LCW Merger Sub”) and Innventure Merger Sub, LLC, a Delaware limited liability company and direct, wholly-owned subsidiary of Holdco (“Innventure Merger Sub” and, together with LCW Merger Sub, the “Merger Subs”). Pursuant to the Business Combination Agreement, the parties thereto will enter into a business combination, pursuant to which, among other things, (i) LCW Merger Sub will merge with and into Learn CW, with Learn CW as the surviving company of the LCW Merger, and (ii) Innventure Merger Sub will merge with and into Innventure, with Innventure as the surviving entity of the Innventure Merger. Following these mergers, each of Learn CW and Innventure will be a subsidiary of Holdco, and Holdco will become a publicly traded company (together, the "Business Combination"). At closing of the Business Combination, Holdco will change its name to Innventure, Inc. Further details about the Business Combination may be found in filings made by Holdco and Learn CW with the Securities and Exchange Commission, specifically, registration statements on Form S-4 filed by Holdco. The Business Combination is expected to be consummated after the required approval by the shareholders of Learn CW and the satisfaction of certain other conditions.

Summary of Significant Accounting Policies, Income Taxes (Details) - Learn CW Investment Corporation - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Accrued interest and penalties	$ 0	$ 0
Unrecognized tax benefits	$ 0	$ 0

Fair Value Measurement, Changes in Fair Value of Warrant Liabilities (Details) - USD ($)	3 Months Ended		12 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]			Change in fair value of warrant liabilities
Learn CW Investment Corporation
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning of period		$ 142,920	$ 428,760
Change in fair value			285,840
Fair value, end of period			142,920
Private Warrants [Member] \| Learn CW Investment Corporation
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning of period	$ 357,300	142,920
Change in fair value	$ 714,600	$ 214,380
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Change in fair value of warrant liabilities	Change in fair value of warrant liabilities
Fair value, end of period	$ 1,071,900	$ 357,300	$ 142,920

Fair Value - Significant Unobservable Inputs Utilized to Estimate Fair Value (Details) - Convertible debt $ in Thousands	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Notes issued August 2022 due 2025
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Notes principal	$ 4,000	$ 4,000
Notes issued August 2022 due 2025 \| Discount rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0.35
Notes issued August 2022 due 2025 \| Discount rate \| Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input		0.35	0.35
Notes issued August 2022 due 2025 \| Discount rate \| Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input		0.36	0.38
Notes issued August 2022 due 2025 \| Probability of expected outcomes: Financing
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	1	0.95	0.85
Notes issued August 2022 due 2025 \| Probability of expected outcomes: Change in control
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0	0.03	0.10
Notes issued August 2022 due 2025 \| Probability of expected outcomes: Other
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0	0.02	0.05
Notes issued June and July 2023 due 2025
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Notes principal	$ 2,000		$ 2,000
Notes issued June and July 2023 due 2025 \| Discount rate \| Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0.71	0.71
Notes issued June and July 2023 due 2025 \| Discount rate \| Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0.87	0.88
Notes issued June and July 2023 due 2025 \| Probability of expected outcomes: Financing
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	1	0.95
Notes issued June and July 2023 due 2025 \| Probability of expected outcomes: Change in control
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0	0.03
Notes issued June and July 2023 due 2025 \| Probability of expected outcomes: Other
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative, measurement input	0	0.02

Commitment and Contingencies (Tables)

6 Months Ended

Jun. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Royalty Payments


Royalty Payments
7.5% plus the Cumulative Purchase Incentive1 applied to all direct revenue
15% plus the Cumulative Indirect Purchase Incentive1 applied to all indirect revenue

__________________

Minimum Patent Royalties Payable

Minimum royalties for the MNC’s fiscal years thereafter are summarized in the following table:


Years Ending December 31,	Amount
2024	$	775
2025	700
2026	825
2027	825
2028	825
Thereafter	9,900
Total	$	13,850

The Company's minimum patent royalties included in Patent installment payables on the condensed consolidated balance sheets are due as follows:


Years Ending December 31,	Amount
2024	$	525
2025	$	700
2026	$	825
2027	$	825
2028	$	825
Thereafter	$	9,900
Total	$	13,600

Net Loss Per Unit (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Numerator:
Net loss attributable to Innventure LLC Unitholders	$ (12,507)	$ 1,020	$ (30,845)	$ (32,757)
Less: cumulative earnings to participating unitholders	1,492	779	1,800	894
Less: deemed dividend related to Class PCTA and Class I Units	4,777	7,912	(5,366)	(7,063)
Net Loss Attributable to Class A Unitholders	$ (18,776)	$ (7,671)	$ (27,279)	$ (26,588)
Denominator:
Weighted average Class A Units outstanding, basic (in shares)	10,875,000	10,875,000	10,875,000	10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (1.73)	$ (0.71)	$ (2.51)	$ (2.44)

- Definition

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

+ References

+ Details

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

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

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-4

Reference 17: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479168/946-830-55-10

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479105/946-220-45-7

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(1)(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 23: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-60B

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483499/205-20-50-7

Reference 34: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 230
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 28
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482740/230-10-45-28

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1A

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1B

Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-4

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 5
-Subparagraph (SAB Topic 6.B)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-5

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482662/260-10-50-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-10

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 11
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-11

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-60B

+ Details

SHAREHOLDERS' DEFICIT (Details)			6 Months Ended	12 Months Ended
SHAREHOLDERS' DEFICIT (Details)	Oct. 11, 2023 $ / shares	Oct. 13, 2021	Jun. 30, 2024 vote $ / shares shares	Dec. 31, 2023 vote $ / shares shares	Dec. 31, 2022 vote $ / shares shares	Oct. 24, 2023 $ / shares	Oct. 18, 2023 $ / shares
Shareholders' Deficit [Abstract]
Ordinary shares, par value (in dollars per share) \| $ / shares						$ 0.0001
Learn CW Investment Corporation
Shareholders' Deficit [Abstract]
Preferred units authorized (in shares)			1,000,000	1,000,000	1,000,000
Preferred Stock, Par or Stated Value Per Share \| $ / shares			$ 0.0001	$ 0.0001	$ 0.0001
Preferred units issued (in shares)				0	0
Preferred units outstanding (in shares)			0	0	0
Redeemable units, outstanding (in shares)			9,338,421	9,338,421	23,000,000
Stock conversion basis of Class B to Class A Ordinary shares at time of initial Business Combination	1	1	1	1
As-converted percentage for Class A ordinary shares after conversion of Class B shares			20.00%	20.00%
Class A Units
Shareholders' Deficit [Abstract]
Ordinary shares, shares authorized (in shares)			10,975,000	10,975,000	10,975,000
Common units issued (in shares)			10,875,000	10,875,000	10,875,000
Common units outstanding (in shares)			10,875,000	10,875,000	10,875,000
Class A Units \| Learn CW Investment Corporation
Shareholders' Deficit [Abstract]
Ordinary shares, shares authorized (in shares)			200,000,000	200,000,000	200,000,000
Ordinary shares, par value (in dollars per share) \| $ / shares			$ 0.0001	$ 0.0001	$ 0.0001		$ 0.0001
Number of votes per share \| vote			1	1	1
Redeemable units, outstanding (in shares)			9,338,421	9,338,421	23,000,000
Common units issued (in shares)				0	0
Common units outstanding (in shares)			0	0	0
Class B Ordinary Shares \| Learn CW Investment Corporation
Shareholders' Deficit [Abstract]
Ordinary shares, shares authorized (in shares)			20,000,000	20,000,000	20,000,000
Ordinary shares, par value (in dollars per share) \| $ / shares	$ 0.0001		$ 0.0001	$ 0.0001	$ 0.0001
Number of votes per share \| vote			1	1	1
Common units issued (in shares)			5,750,000	5,750,000	5,750,000
Common units outstanding (in shares)			5,750,000	5,750,000	5,750,000

Business Segment Data

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Business Segment Data

Note 15. Business Segment Data

Reportable segment information for the years ended December 31, 2023 and 2022, respectively, are as follows.


	Years ended December 31,
	2023		2022
Revenues:
Corporate	$	1,198	$	942
Elimination of management services provided to Technology	$	(81)	$	—
Consolidated Revenues	$	1,117	$	942

Interest Expense:
Corporate	$	329	$	675
Technology	$	1,039	$	223
Consolidated Interest Expense	$	1,368	$	898

Net Loss:
Corporate	$	(20,367)	$	(14,831)
Technology	$	(10,617)	$	(17,954)
Consolidated Net Loss	$	(30,984)	$	(32,785)

Capital Expenditures:
Technology	$	645	$	—
Consolidated Capital Expenditures	$	645	$	—


	December 31,
	2023		2022
Total Assets:
Corporate	$	22,953	$	26,633
Technology	$	16,246	$	2,642
Eliminations	$	(17,635)	$	(1,296)
Consolidated Total Assets	$	21,564	$	27,979

All revenue from external customers and long-lived assets are located entirely in the United States of America (USA).

Note 14. Business Segment Data


	Six months ended June 30,
	2024		2023
Revenues:
Corporate	$	501	$	646
Elimination of management services provided to Technology	$	(54)	$	(27)
Consolidated Revenues	$	447	$	619

Interest Expense:
Corporate	$	99	$	164
Technology	$	491	$	359
Consolidated Interest Expense	$	590	$	523

Net Loss:
Corporate	$	(8,403)	$	5,349
Technology	$	(10,437)	$	(4,385)
Consolidated Net Loss	$	(18,840)	$	964

Capital Expenditures:
Technology	$	706	$	124
Consolidated Capital Expenditures	$	706	$	124


	June 30, 2024		December 31, 2023
Total Assets:
Corporate	$	21,364	$	22,953
Technology	$	34,828	$	16,246
Eliminations	$	(23,800)	$	(17,635)
Consolidated Total Assets	$	32,392	$	21,564

All revenue from external customers and long-lived assets are located entirely in the United States of America (USA).

- Definition

+ References

+ Details

Unitholders' Deficit

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Unitholders' Deficit

Note 8. Unitholders' Deficit


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	3,608,545	2,226,144
Class B-1 Preferred Units	2,600,000	342,608
Class A Units	10,975,000	10,875,000
Class C Units	1,585,125	1,585,125

Voting

Preferred Return

Liquidation Preference

Allocations

Class A, Class B Preferred, Class B-1 Preferred and Class C shall participate in the Company’s business and all assets not held within Class PCTA or Class I.

Transactions


	Class B Preferred Units	Class B-1 Preferred Units	Class A Units	Class C Units
Balance – January 1, 2022:	671,254	—	10,875,000	453,125
Unit issuance	1,554,890	342,608	—	1,132,000
Balance – December 31, 2022	2,226,144	342,608	10,875,000	1,585,125
Unit issuance	1,748,684	—	—	—
Units forfeited	—	—	—	(15,000)
Unit conversions	135,133	—	—	—
Balance – December 31, 2023	4,109,961	342,608	10,875,000	1,570,125

Note 8. Unitholders' Deficit


	June 30, 2024		December 31, 2023
	Units Authorized	Units Issued and Outstanding	Units Authorized	Units Issued and Outstanding
Class B Preferred Units	6,722,562	5,259,591	4,639,557	4,109,961
Class B-1 Preferred Units	2,600,000	342,608	2,600,000	342,608
Class A Units	10,975,000	10,875,000	10,975,000	10,875,000
Class C Units	1,585,125	1,570,125	1,585,125	1,570,125

Preferred Return

Transactions

- Definition

The entire disclosure for equity.

+ References

+ Details

Commitment and Contingencies - Royalty Payments (Details)	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Other Commitments [Line Items]
Royalty, additional incentives percentage	2.50%
Minimum
Other Commitments [Line Items]
Royalty, base percentage	7.00%	7.50%
Royalty, additional incentives percentage		0.00%
Maximum
Other Commitments [Line Items]
Royalty, base percentage	15.00%	15.00%
Royalty, additional incentives percentage		2.50%

Borrowings - Components (Details) - USD ($) $ in Thousands		6 Months Ended	12 Months Ended
Borrowings - Components (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2024
Debt Instrument [Line Items]
Total Notes Payable		$ 2,175	$ 9,545	$ 7,401
Less: unamortized debt discount		0	(2,133)	(1,503)
Total Long-term Notes		$ 403	$ 5,500	$ 3,448
Notes payable \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate				12.00%
Notes payable \| Minimum \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate	9.00%
Debt term	36 months
Notes payable \| Maximum \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate	12.00%
Debt term	48 months
Convertible debt \| Convertible promissory notes
Debt Instrument [Line Items]
Interest rate		8.00%	8.00%	8.00%	8.00%
Debt term		36 months	36 months	36 months
Total Notes Payable		$ 0	$ 6,634	$ 4,118
Less: unamortized debt discount		0	(2,133)	(1,472)
Nonrelated party
Debt Instrument [Line Items]
Less: current portion of notes payable		(772)	(912)	(1,949)
Nonrelated party \| Notes payable \| Series 1 promissory notes
Debt Instrument [Line Items]
Total Notes Payable		$ 1,175	$ 1,911	2,717
Nonrelated party \| Notes payable \| Minimum
Debt Instrument [Line Items]
Interest rate		9.00%
Debt term		36 months
Nonrelated party \| Notes payable \| Minimum \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate			9.00%
Debt term			36 months
Nonrelated party \| Notes payable \| Maximum
Debt Instrument [Line Items]
Interest rate		15.00%
Debt term		60 months
Nonrelated party \| Notes payable \| Maximum \| Series 1 promissory notes
Debt Instrument [Line Items]
Interest rate			12.00%
Debt term			48 months
Related party
Debt Instrument [Line Items]
Less: current portion of notes payable		$ (1,000)	$ (1,000)	$ (501)
Related party \| Notes payable \| Related party note
Debt Instrument [Line Items]
Total Notes Payable		$ 1,000	$ 1,000

Unit-based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Equity Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Compensation costs	$ 96	$ 102
Compensation expense remaining to be recognized	$ 274
Compensation expense remaining to be recognized, period	1 year 8 months 12 days
Subsidiary Equity Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Compensation costs	$ 593	$ 236	$ 705	$ 371
Compensation expense remaining to be recognized	$ 1,788		$ 1,909
Compensation expense remaining to be recognized, period	2 years		2 years 3 months 18 days
Units granted (in shares)	110,000	238,000
Units granted, grant date fair value (in usd per share)	$ 4.41	$ 3.51

- Definition

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

+ References

+ Details

Fair Value (Tables)

6 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value Hierarchy


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Totals
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347


December 31, 2022	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	16,841	$	—	$	—	$	16,841

Liabilities:
Embedded derivative liability	—		—		1,641		1,641
Related party payables	580		—		—		580

Fair Value Hierarchy


June 30, 2024	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	12,331	$	—	$	—	$	12,331

Liabilities:
Related party payables	$	508	$	—	$	—	$	508


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347

Significant Unobservable Inputs Utilized to Estimate Fair Value

A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	December 31, 2023		December 31, 2022
Discount Rate	35% - 36%		35% - 38%
Probability of Expected Outcomes
Financing	95	%	85	%
Change in control	3	%	10	%
Other	2	%	5	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 88%		—
Probability of Expected Outcomes
Financing	95	%	—
Change in control	3	%	—
Other	2	%	—

A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	Settlement		December 31, 2023
Discount Rate	35	%	35% - 36%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 87%		71% - 88%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Level 3 Liabilities

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability		Derivative Liability
Balance as of January 1, 2022	$	—	$	1,389
Issuance	1,576		—
Settlement	—		(1,431)
Change in fair value	65		42
Balance as of December 31, 2022	$	1,641	$	—
Issuance	1,119		—
Change in fair value	(766)		—
Balance as of December 31, 2023	$	1,994	$	—

The following tables present information about the Company’s Level 3 liabilities that are measured at fair value on a recurring basis:


	Embedded Derivative Liability
Balance as of December 31, 2022	$	1,641
Change in fair value	41
Issuance	647
Balance as of June 30, 2023	2,329

Balance as of December 31, 2023	1,994
Change in fair value	478
Settlement	$	(2,472)
Balance as of June 30, 2024	$	—

Mezzanine Capital (Tables)

6 Months Ended

Jun. 30, 2024

Temporary Equity Disclosure [Abstract]

Mezzanine Capital

Mezzanine capital consisted of the following:


	December 31, 2023
	Units Authorized	Units Issued and Outstanding
Class PCTA Units	3,982,675	3,982,675
Class I Units	1,000,000	1,000,000


	December 31, 2022
	Units Authorized	Units Issued and Outstanding
Class PCTA Units	3,982,675	3,982,675
Class I Units	1,000,000	1,000,000

FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Jun. 30, 2024

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value Hierarchy


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Totals
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347


December 31, 2022	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	16,841	$	—	$	—	$	16,841

Liabilities:
Embedded derivative liability	—		—		1,641		1,641
Related party payables	580		—		—		580

Fair Value Hierarchy


June 30, 2024	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	12,331	$	—	$	—	$	12,331

Liabilities:
Related party payables	$	508	$	—	$	—	$	508


December 31, 2023	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Assets:
Exchange-traded investments at FVTNI	$	9,685	$	—	$	—	$	9,685

Liabilities:
Embedded derivative liability	—		—		1,994		1,994
Related party payables	347		—		—		347

Significant Unobservable Inputs Utilized to Estimate Fair Value

A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	December 31, 2023		December 31, 2022
Discount Rate	35% - 36%		35% - 38%
Probability of Expected Outcomes
Financing	95	%	85	%
Change in control	3	%	10	%
Other	2	%	5	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 88%		—
Probability of Expected Outcomes
Financing	95	%	—
Change in control	3	%	—
Other	2	%	—

A summary of the significant unobservable inputs utilized to estimate the fair value is as follows:


Embedded derivative within 2025 Note issued August 18, 2022 with a principal balance of $4,000	Settlement		December 31, 2023
Discount Rate	35	%	35% - 36%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Embedded derivative within 2025 Notes issued June 7 & July 3, 2023 with an aggregate principal balance of $2,000
Discount Rate	71% - 87%		71% - 88%
Probability of Expected Outcomes
Financing	100	%	95	%
Change in control	—	%	3	%
Other	—	%	2	%

Learn CW Investment Corporation

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value Hierarchy


December 31, 2023:	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	100,304,232	$	—	$	—	$	100,304,232
Liabilities:
Warrant Liabilities:
Public Warrants	$	230,000	$	—	$	—	$	230,000
Private Placement Warrants	$	—	$	—	$	142,920	$	142,920
Total Warrant Liabilities	$	230,000	$	—	$	142,920	$	372,920


December 31, 2022:	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	235,578,275	$	—	$	—	$	235,578,275
Liabilities:
Warrant Liabilities:
Public Warrants	$	690,000	$	—	$	—	$	690,000
Private Placement Warrants	$	—	$	—	$	428,760	$	428,760
Total Warrant Liabilities	$	690,000	$	—	$	428,760	$	1,118,760


	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	101,592,732	$	-	$	-	$	101,592,732
Liabilities:
Warrant Liabilities:
Public Warrants	$	1,725,000	$	-	$	-	$	1,725,000
Private Placement Warrants	-		-		1,071,900		1,071,900
Total Warrant Liabilities	$	1,725,000	$	-	$	1,071,900	$	2,796,900


	Level 1		Level 2		Level 3		Total
Assets:
Assets Held in Trust	$	100,304,232	$	-	$	-	$	100,304,232
Liabilities:
Warrant Liabilities:
Public Warrants	$	230,000	$	-	$	-	$	230,000
Private Placement Warrants	-		-		142,920		142,920
Total Warrant Liabilities	$	230,000	$	-	$	142,920	$	372,920

Significant Unobservable Inputs Utilized to Estimate Fair Value

The key inputs into the Monte Carlo simulation model for the Private Placement Warrants were as follows on December 31, 2023, and 2022:


Input	December 31, 2023			December 31, 2022
Share Price	$	10.84		$	10.00
Exercise Price	$	11.50		$	11.50
Risk-free rate of interest	3.78		%	3.91		%
Volatility	2.00		%	4.50		%
Term (years)	5.79			5.29
Probability Weighted Fair Value of Warrants	$	1.60		$	0.06

The key inputs into the Monte Carlo simulation model for the Private Placement Warrants were as follows on June 30, 2024 and December 31, 2023:


Input	June 30, 2024			December 31, 2023
Share Price	$	10.90		$	10.84
Exercise Price	$	11.50		$	11.50
Risk-free rate of interest	4.24		%	3.78		%
Volatility	3.5		%	2.0		%
Term	5.13			5.79
Fair Value of Warrants	$	0.15		$	0.02

Changes in Fair Value of Warrant Liabilities

The following table presents the changes in the fair value of Level 3 warrant liabilities:


	Private Placement Warrants
Fair value as of December 31, 2022	$	428,760
Change in valuation inputs or other assumptions(1)	$	(285,840)
Fair value as of December 31, 2023	$	142,920

__________________

(1)Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the statements of operations.

The following table presents the changes in the fair value of Level 3 warrant liabilities:


	Private Warrants
Fair value as of December 31, 2023	$	142,920
Change in fair value(1)	$	214,380
Fair value as of March 31, 2024	$	357,300
Change in fair value	$	714,600
Fair value as of June 30, 2024	$	1,071,900

__________________

(1)Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the statement of operations.

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS, Liquidity, Capital Resources and Going Concern (Details) - Learn CW Investment Corporation - USD ($)				6 Months Ended		12 Months Ended
	Jun. 28, 2024	Mar. 19, 2024	May 05, 2022	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Jul. 19, 2026	Dec. 29, 2023	May 03, 2022	Oct. 13, 2021
Subsidiary, Sale of Stock [Line Items]
Assets Held in Trust Account				$ 101,592,732		$ 100,304,232	$ 235,578,275
Cash				205,454		116,234	748,857
Amount drawn				1,734,192	$ 0	1,445,000	1,050,000
Outstanding loan amount				$ 3,800,000		$ 2,439,000	1,050,000
Units, number of securities called by units											1
Initial Public Offering [Member]
Subsidiary, Sale of Stock [Line Items]
Units, number of securities called by units											1
Public Warrants [Member]
Subsidiary, Sale of Stock [Line Items]
Units, number of securities called by units						0.2					0.2
Public Warrants [Member] \| Initial Public Offering [Member]
Subsidiary, Sale of Stock [Line Items]
Units, number of securities called by units											0.5
Investor [Member] \| Working Capital Loans [Member]
Subsidiary, Sale of Stock [Line Items]
Proceeds from Issuance of Common Stock	$ 3,800,000	$ 3,050,000
Unsecured loan									$ 2,487,000	$ 1,050,000
Maximum amount of convertible loans	3,800,000	3,050,000							$ 2,487,000
Amount drawn			$ 1,050,000
Outstanding loan amount	$ 3,800,000					$ 2,439,000	$ 1,050,000
Investor [Member] \| Working Capital Loans [Member] \| Subsequent event
Subsidiary, Sale of Stock [Line Items]
Maximum amount of convertible loans		3,050,000						$ 3,050,000
Outstanding loan amount		$ 3,050,000

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Net Income Per Ordinary Share (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Weighted Average Number of Shares Outstanding, Diluted [Abstract]
Weighted average Class A Units outstanding, basic (in shares)			10,875,000	10,875,000	10,875,000	10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)			$ (1.73)	$ (0.71)	$ (2.51)	$ (2.44)
Class A Units \| Learn CW Investment Corporation
Net Income (Loss) Attributable to Parent [Abstract]
Undistributed Earnings (Loss) Available to Common Shareholders, Basic	$ (1,584,646)	$ 1,703,734	$ (2,917,669)	$ 3,986,709	$ 3,125,914	$ 7,913,192
Weighted Average Number of Shares Outstanding, Diluted [Abstract]
Weighted average Class A Units outstanding, basic (in shares)	9,338,422	23,000,000	9,338,422	23,000,000	23,000,000	23,000,000
Diluted weighted average shares outstanding (in shares)	9,338,422	23,000,000	9,338,422	23,000,000	23,000,000	23,000,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Diluted net income per ordinary share (in dollars per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Class B Ordinary Shares \| Learn CW Investment Corporation
Net Income (Loss) Attributable to Parent [Abstract]
Undistributed Earnings (Loss) Available to Common Shareholders, Basic	$ (975,724)	$ 425,933	$ (1,796,513)	$ 996,677	$ 781,478	$ 1,978,298
Weighted Average Number of Shares Outstanding, Diluted [Abstract]
Weighted average Class A Units outstanding, basic (in shares)	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000
Diluted weighted average shares outstanding (in shares)	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000	5,750,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34
Diluted net income per ordinary share (in dollars per share)	$ (0.17)	$ 0.07	$ (0.31)	$ 0.17	$ 0.14	$ 0.34

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2024

Learn CW Investment Corporation

Temporary Equity [Line Items]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Emerging Growth Company

Use of Estimates

Cash and Cash Equivalents

Cash Held in Trust Account

At December 31, 2023, and 2022, all of the assets held in the Trust Account were invested in cash accounts.

Income Taxes

Shares Subject to Possible Redemption

As of December 31, 2023, and 2022, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Gross Proceeds	$	230,000,000
Less:
Proceeds allocated to Public Warrants	(13,110,000)
Class A ordinary shares issuance costs	(12,375,591)
Plus:
Accretion of carrying value to redemption value	31,063,866
Class A ordinary shares subject to possible redemption as of December 31, 2022	$	235,578,275
Plus:
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption as of December 31, 2023	$	100,054,892

Offering Costs

Warrant Liability

Net Income Per Ordinary Share

A reconciliation of net income per ordinary share is as follows:


	For the year ended December 31, 2023				For the year ended December 31, 2022
	Class A		Class B		Class A		Class B
Basic and diluted net income per share
Numerator:
Allocation of net income as adjusted	$	3,125,914	$	781,478	$	7,913,192	$	1,978,298
Denominator:
Basic and diluted weighted average ordinary shares outstanding	23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income per ordinary share	$	0.14	$	0.14	$	0.34	$	0.34

Concentration of Credit Risk

Fair Value of Financial Instruments

Derivative Financial Instruments

Recently Issued Accounting Standards

Note 2 – Summary of Significant Accounting Policies

Basis of Presentation

Emerging Growth Company

Use of Estimates

Cash and Cash Equivalents

Assets Held in Trust Account

At June 30, 2024 and December 31, 2023, all of the assets held in the Trust Account were invested in interest-bearing demand deposit accounts and cash accounts, respectively.

Income Taxes

ASC 740 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. The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2024. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

Shares Subject to Possible Redemption

As of June 30, 2024 and December 31, 2023, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Class A ordinary shares subject to possible redemption, December 31, 2022	235,578,275
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption, December 31, 2023	$	100,054,892
Accretion of carrying value to redemption value	1,537,840
Class A ordinary shares subject to possible redemption, June 30, 2024	$	101,592,732

Public Offering Costs

Warrant Liabilities

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815 (“ASC 815”), “Derivatives and Hedging.” The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.

For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants was estimated using a Monte Carlo simulation model (see Note 10).

Net Income Per Ordinary Share

A reconciliation of net (loss)/income per ordinary share is as follows:


	For the Three Months Ended June 30,2024				For the Six Months Ended June 30,2024				For the Three Months Ended June 30, 2023				For the Six Months Ended June 30, 2023
	Class A		Class B		Class A		Class B		Class A		Class B		Class A		Class B
Basic and diluted net income/(loss) per ordinary share
Numerator:
Allocation of net income/(loss), as adjusted	$	(1,584,646)	$	(975,724)	$	(2,917,669)	$	(1,796,513)	$	1,703,734	$	425,933	$	3,986,709	$	996,677
Denominator:
Basic and diluted weighted average shares outstanding	9,338,422		5,750,000		9,338,422		5,750,000		23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income/(loss) per ordinary share	$	(0.17)	$	(0.17)	$	(0.31)	$	(0.31)	$	0.07	$	0.07	$	0.17	$	0.17

Concentration of Credit Risk

Fair Value of Financial Instruments

Derivative Financial Instruments

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC 815, Derivatives and Hedging. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the condensed statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.

The Company will account for the conversion features in the Note under ASC 815. However, if a conversion feature meets the criteria of the scope exception, then it will not be bifurcated.

Recent Accounting Standards

Related Party Transactions	6 Months Ended
Related Party Transactions	Jun. 30, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Note 13. Related Party Transactions The Company’s former Chief Financial Officer is a significant shareholder of an investor in $500 of Series 2 notes. The Series 2 notes were fully repaid in cash during the year ended December 31, 2022. As more fully described in Note 5. Borrowings, the Company has various notes with affiliates. The Innventure1 related party notes had no stated interest or maturity prior to their extinguishment during 2023. In addition, the Company issued a convertible promissory note to the Fund (the 2025 Convertible Promissory Note - Related Party). The Company also issued a related party note for $1,000 that has no stated interest or maturity. Transactions with Innventure1 A portion of PCT common stock subject to lock-up was released during 2022. Innventure1 elected to contribute in-kind a portion of its PCT common stock in exchange for Class B-1 Preferred Units. As a result, 342,608 Class B-1 Preferred Units were issued for $3,323. In 2022, Innventure1 assigned its ownership interest in a portion of the Company’s PCT common stock to third-party investors. The Company recorded a liability of $105 in related party payables in the consolidated balance sheets to account for the contractual obligation to deliver the PCT common stock to those third-party investors, who are related parties of Innventure1 and are considered related parties to the Company. Distributions of PCT common stock were made to third-party investors in 2022 totaling $34 and the liability was subsequently revalued as of December 31, 2022 to $89 and then to $53 on December 31, 2023. The change in value was included in net gain on investments - due to related parties in the consolidated statements of operations. Transactions with the Fund In the normal course of business, the Company advances certain expenses on behalf of the Fund. Certain expenses paid by the Company, which meet certain criteria, are reimbursed to the Company by the Fund. Amounts paid by the Company not reimbursed by the Fund totaled $48 and $176 for the years ended December 31, 2023 and 2022, respectively. There was a receivable of $2 as of December 31, 2023 and 2022, related to those expenses included in due from related parties in the consolidated balance sheets. As more fully described in Note 2. Accounting Policies, the Company earns a 1-2% management fee for administrative, finance and accounting, and other back-office functions from the Fund. Management fees earned from the unconsolidated Fund totaled $789 for the years ended December 31, 2023 and 2022, which is recorded as management fee income - related party in the consolidated statements of operations. In March 2021, the Company entered into a purchase option agreement with the Fund, a related party, to sell 145,161 shares of PCT common stock with an exercise price of $1. The option period would have expired on July 22, 2024 and the Company measured the derivative liability at fair value, as further described in Note 4. Fair Value. The option was exercised in March 2022 and the shares are subject to the lock-up provisions. The liability due to the Fund as of December 31, 2023 and 2022 was $294 and $491, respectively, and included in related party payables in the consolidated balance sheets. During 2023, the Company also sold 23,712 of Accelsius Class A Series 2 Units to the Fund for aggregate proceeds of approximately $104. In 2022, the Company sold 71,136 of Accelsius Class A Series 2 Units to the Fund for aggregate proceeds of approximately $313. These amount is reflected in non-controlling interests in the consolidated statements of changes in unitholders' deficit. Transactions with AeroFlexx In the normal course of business, the Company advances certain expenses on behalf of AeroFlexx. Amounts paid by the Company that were reimbursed by AeroFlexx totaled $128 and $299 for the years ended December 31, 2023 and 2022, respectively. There was a receivable of $— and $13 as of December 31, 2023 and 2022, respectively, related to those expenses included in due from related parties in the consolidated balance sheets. In May 2023, the Company made a $2,000 investment in AeroFlexx in exchange for Class D preferred units. The Company recognizes the investment in accordance with the equity-method (see Note 3. Investments). In addition, during the fourth quarter of 2023, Innventure made five separate working capital advances to AeroFlexx for a total of $2,600 which is presented within "Due from related parties" in the consolidated balance sheets. Transactions in PCT stock with related parties During 2022, the Company distributed shares of PCT's common stock to the holders of Class PCTA Units, along with other individuals as agreed-upon and directed by Innventure1, once shares were no longer subject to lock-up. Each distribution was considered a redemption of the owners’ interest in Class PCTA Units and the Company recorded a $14,077 realized gain in the consolidated statements of operations for the year ended December 31, 2022 as a result of this transaction. No such shares of PCT's common stock were distributed by the Company during 2023. Note 12. Related Party Transactions As more fully described in Note 5. Borrowings, the Company has various notes with affiliates. The Company had a convertible promissory note to the Fund as part of the 2025 Notes which was converted during the six months ended June 30, 2024. The Company also has a related party note for $1,000 that had no stated interest or maturity at issuance. The Company formally came to terms on the related party note by executing an unsecured promissory note with the related party on May 2, 2024. As per the terms of the executed agreement, the note matures on December 21, 2024. Upon maturity, the Company is required to repay the outstanding principal amount of $1,000 and a loan fee equal to approximately $63. There is no stated interest as per the terms of the executed agreement but it provides for interest at the rate of 8% per annum on the outstanding amount from the maturity date if the Company fails to pay any amount due on the maturity date. Transactions with Innventure1 The related party liability established in connection with the ownership interest in the Company's PCT common stock assigned by Innventure1 to investors which are considered related parties of the Company was revalued to $78 and $53 as of June 30, 2024 and December 31, 2023, respectively. The change in value was included in Net (loss) gain on investments – due to related parties in the condensed consolidated statements of operations. Transactions with the Fund In the normal course of business, the Company advances certain expenses on behalf of the Fund. Expenses which meet certain criteria are reimbursed to the Company by the Fund. Amounts paid by the Company not reimbursed by the Fund totaled $35 and $9 for the six months ended June 30, 2024 and 2023, respectively. There was a receivable of $4 and $2 as of June 30, 2024 and December 31, 2023, respectively, related to those expenses included in Due from related parties in the condensed consolidated balance sheets. The Company earns a 1-2% management fee for administrative, finance and accounting, and other back-office functions from the Fund. Management fees earned from the Fund totaled $393 and $394 for the six months ended June 30, 2024 and 2023, which is recorded as Management fee income - related parties in the condensed consolidated statements of operations. In March 2021, the Company entered into a purchase option agreement with the Fund, a related party, to sell 145,161 shares of PCT common stock with an exercise price of $1. The option period would have expired on July 22, 2024 and the Company measured the derivative liability at fair value. The option was exercised in March 2022 and the shares are subject to the lock-up provisions. The liability due to the Fund as of June 30, 2024 and December 31, 2023 was $430 and $294, respectively, and is included in Related party payables in the condensed consolidated balance sheets. During the six months ended June 30, 2023, the Company sold 23,712 of Accelsius Class A Units to the Fund for aggregate proceeds of approximately $104. This amount is reflected in non-controlling interests in the condensed consolidated statements of changes in unitholders' deficit. Transactions with AeroFlexx In the normal course of business, the Company advances certain expenses on behalf of AeroFlexx. Amounts paid by the Company that were reimbursed by AeroFlexx totaled $12 and $58 for the six months ended June 30, 2024 and 2023, respectively. There was a receivable of $43 and $— as of June 30, 2024 and December 31, 2023, respectively, related to those expenses included in Due from related parties in the condensed consolidated balance sheets. As of June 30, 2024 and December 31, 2023, the Company had $7,635 and $2,600 of advances to Aeroflexx which is included in Due from related parties in the condensed consolidated balance sheets. The advances have no stated interest or maturity date but are expected to be repaid within a year.

- Definition

+ References

+ Details

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Jun. 30, 2024

Temporary Equity [Line Items]

Basis of Presentation

We use the same accounting policies in preparing quarterly and annual financial statements.

Use of Estimates

Cash, Cash Equivalents and Restricted Cash

Income Taxes

The Company qualifies as a partnership for federal income tax purposes. Consequently, federal income taxes are not payable or provided by the Company. Members are taxed individually on their pro rata ownership share of the Company’s earnings. The Company’s net income or loss is allocated to the members in accordance with the Company’s operating agreement. The Company has no material unrecognized income tax benefits or uncertain tax positions.

Net Loss Per Unit

Basic loss per unit is calculated by dividing net income attributable to common unit holders by the weighted-average number of units outstanding during the period.

Recently Adopted Accounting Pronouncements and Recently Issued But Not Yet Adopted Accounting Standards

Recently Adopted Accounting Pronouncements

Recently Issued But Not Yet Adopted Accounting Standards

Recently Adopted Accounting Pronouncements

Recently Issued But Not Yet Adopted Accounting Standards

Learn CW Investment Corporation

Temporary Equity [Line Items]

Basis of Presentation

Use of Estimates

Cash, Cash Equivalents and Restricted Cash

Cash and Cash Equivalents

Cash Held in Trust Account

At December 31, 2023, and 2022, all of the assets held in the Trust Account were invested in cash accounts.

Income Taxes

ASC 740 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. The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2024. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

Shares Subject to Possible Redemption

As of December 31, 2023, and 2022, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Gross Proceeds	$	230,000,000
Less:
Proceeds allocated to Public Warrants	(13,110,000)
Class A ordinary shares issuance costs	(12,375,591)
Plus:
Accretion of carrying value to redemption value	31,063,866
Class A ordinary shares subject to possible redemption as of December 31, 2022	$	235,578,275
Plus:
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption as of December 31, 2023	$	100,054,892

Shares Subject to Possible Redemption

As of June 30, 2024 and December 31, 2023, the Class A ordinary shares subject to possible redemption reflected on the balance sheets are reconciled in the following table:


Class A ordinary shares subject to possible redemption, December 31, 2022	235,578,275
Redemption	(145,222,585)
Shareholder redemption payable	(249,339)
Accretion of carrying value to redemption value	9,948,542
Class A ordinary shares subject to possible redemption, December 31, 2023	$	100,054,892
Accretion of carrying value to redemption value	1,537,840
Class A ordinary shares subject to possible redemption, June 30, 2024	$	101,592,732

Offering Costs

Public Offering Costs

Warrant Liability

Warrant Liabilities

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, “Distinguishing Liabilities from Equity,” and ASC 815 (“ASC 815”), “Derivatives and Hedging.” The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.

For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the warrants was estimated using a Monte Carlo simulation model (see Note 10).

Net Loss Per Unit

Net Income Per Ordinary Share

A reconciliation of net income per ordinary share is as follows:


	For the year ended December 31, 2023				For the year ended December 31, 2022
	Class A		Class B		Class A		Class B
Basic and diluted net income per share
Numerator:
Allocation of net income as adjusted	$	3,125,914	$	781,478	$	7,913,192	$	1,978,298
Denominator:
Basic and diluted weighted average ordinary shares outstanding	23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income per ordinary share	$	0.14	$	0.14	$	0.34	$	0.34

Net Income Per Ordinary Share

A reconciliation of net (loss)/income per ordinary share is as follows:


	For the Three Months Ended June 30,2024				For the Six Months Ended June 30,2024				For the Three Months Ended June 30, 2023				For the Six Months Ended June 30, 2023
	Class A		Class B		Class A		Class B		Class A		Class B		Class A		Class B
Basic and diluted net income/(loss) per ordinary share
Numerator:
Allocation of net income/(loss), as adjusted	$	(1,584,646)	$	(975,724)	$	(2,917,669)	$	(1,796,513)	$	1,703,734	$	425,933	$	3,986,709	$	996,677
Denominator:
Basic and diluted weighted average shares outstanding	9,338,422		5,750,000		9,338,422		5,750,000		23,000,000		5,750,000		23,000,000		5,750,000
Basic and diluted net income/(loss) per ordinary share	$	(0.17)	$	(0.17)	$	(0.31)	$	(0.31)	$	0.07	$	0.07	$	0.17	$	0.17

Concentration of Credit Risk

Fair Value of Financial Instruments

Derivative Financial Instruments

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC 815, Derivatives and Hedging. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the condensed statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.

The Company will account for the conversion features in the Note under ASC 815. However, if a conversion feature meets the criteria of the scope exception, then it will not be bifurcated.

Recently Adopted Accounting Pronouncements and Recently Issued But Not Yet Adopted Accounting Standards

Recently Issued Accounting Standards

Recent Accounting Standards

Borrowings - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended		12 Months Ended
	Mar. 31, 2024	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Jun. 29, 2024
Debt Disclosure [Abstract]
Accrued interest		$ 0		$ 634
Debt Instrument [Line Items]
Unamortized discount		0		2,133	$ 1,503
Notes payable \| Series 1 promissory notes
Debt Instrument [Line Items]
Principal amounts of notes converted		396	$ 100	1,310	1,602
Principal amount, maturity extended					$ 966
Interest rate					12.00%
Interest expense, debt		99	164	329	$ 485
Amortization of issuance costs		$ 0	$ 18	$ 32	$ 121
Notes payable \| Series 1 promissory notes \| Class B Preferred Units
Debt Instrument [Line Items]
Units issued for notes converted (in shares)		40,829	10,310	135,133	165,089
Unit price for notes converted (in usd per share)		$ 9.6992	$ 9.6992	$ 9.6992	$ 9.6992
Notes payable \| Series 1 Promissory Notes, First Term Extension
Debt Instrument [Line Items]
Principal amount, maturity extended		$ 122	$ 580	$ 829
Interest rate		12.00%	12.00%	12.00%	9.00%	9.00%
Notes payable \| Series 1 Promissory Notes, Second Term Extension
Debt Instrument [Line Items]
Principal amount, maturity extended		$ 300	$ 366	$ 890
Interest rate		15.00%	15.00%	15.00%	12.00%	12.00%
Convertible debt \| Convertible promissory notes
Debt Disclosure [Abstract]
Accrued interest				$ 634	$ 119
Debt Instrument [Line Items]
Principal amounts of notes converted	$ 6,000
Units issued for notes converted (in shares)	693,480
Unit price for notes converted (in usd per share)	$ 9.74
Interest rate	8.00%	8.00%		8.00%	8.00%
Interest expense, debt		$ 231	$ 89	$ 456	$ 105
Accrued interest converted	$ 755
Contractual interest expense		205	$ 270	583	119
Unamortized discount		$ 0		$ 2,133	$ 1,472

Mezzanine Capital - Narrative (Details) $ in Thousands	12 Months Ended
Mezzanine Capital - Narrative (Details) $ in Thousands	Dec. 31, 2023 USD ($) shares	Dec. 31, 2022 shares	Apr. 27, 2022
Transactions with Innventure1 \| Related party
Temporary Equity [Line Items]
Exchange of investment for stock, exchange ratio			0.8
Investment exchanged for preferred stock (in shares)		500,000
Redeemable Class PCTA Units
Temporary Equity [Line Items]
Temporary equity, redemption, maximum number of shares (in shares)	500,000
Temporary equity, redemption, multiplier	1,000
Temporary equity, redemption, denominator \| $	$ 25,000
Temporary equity, redemption for operational milestones, maximum number of shares (in shares)	1,000,000
Temporary equity, redemption, restriction period	30 days
Temporary equity, redemption, restriction multiplier	0.8
Class B-1 Preferred Units \| Transactions with Innventure1 \| Related party
Temporary Equity [Line Items]
Stock issued for exchange of investment (in shares)		342,608

Condensed Consolidated Balance Sheets (Parenthetical) - shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Redeemable Class I Units
Redeemable units, authorized (in shares)	1,000,000	1,000,000	1,000,000
Redeemable units, issued (in shares)	1,000,000	1,000,000	1,000,000
Redeemable units, outstanding (in shares)	1,000,000	1,000,000	1,000,000
Redeemable Class PCTA Units
Redeemable units, authorized (in shares)	3,982,675	3,982,675	3,982,675
Redeemable units, issued (in shares)	3,982,675	3,982,675	3,982,675
Redeemable units, outstanding (in shares)	3,982,675	3,982,675	3,982,675
Class B Preferred Units
Preferred units authorized (in shares)	6,722,562	4,639,557	3,608,545
Preferred units issued (in shares)	5,259,591	4,109,961	2,226,144
Preferred units outstanding (in shares)	5,259,591	4,109,961	2,226,144
Class B-1 Preferred Units
Preferred units authorized (in shares)	2,600,000	2,600,000	2,600,000
Preferred units issued (in shares)	342,608	342,608	342,608
Preferred units outstanding (in shares)	342,608	342,608	342,608
Class A Units
Common units authorized (in shares)	10,975,000	10,975,000	10,975,000
Common units issued (in shares)	10,875,000	10,875,000	10,875,000
Common units outstanding (in shares)	10,875,000	10,875,000	10,875,000
Class C Units
Common units authorized (in shares)	1,585,125	1,585,125	1,585,125
Common units issued (in shares)	1,570,125	1,570,125	1,585,125
Common units outstanding (in shares)	1,570,125	1,570,125	1,585,125

COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2024

Class of Stock [Line Items]

Commitment and Contingencies

Note 14. Commitments and Contingencies

PCT Guaranty

Patent Agreement Contingent Fees


Royalty Payments
7.5% plus the Cumulative Purchase Incentive1 applied to all direct revenue
15% plus the Cumulative Indirect Purchase Incentive1 applied to all indirect revenue

__________________

Minimum royalties for the MNC’s fiscal years thereafter are summarized in the following table:


Years Ending December 31,	Amount
2024	$	775
2025	700
2026	825
2027	825
2028	825
Thereafter	9,900
Total	$	13,850

Note 13. Commitments and Contingencies

PCT Guaranty

Patent Agreement Contingent Fees

The Company's minimum patent royalties included in Patent installment payables on the condensed consolidated balance sheets are due as follows:


Years Ending December 31,	Amount
2024	$	525
2025	$	700
2026	$	825
2027	$	825
2028	$	825
Thereafter	$	9,900
Total	$	13,600

Learn CW Investment Corporation

Class of Stock [Line Items]

Commitment and Contingencies

NOTE 6. COMMITMENTS AND CONTINGENCIES

Registration and Shareholders Rights

Underwriter’s Agreement

Note 6 – Commitments and Contingencies

Registration and Shareholders Rights

The holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of the Working Capital Loans (and in each case holders of their component securities, as applicable) will be entitled to registration rights pursuant to a registration rights agreement signed simultaneously with the offering (October 13, 2021), requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to the Class A ordinary shares). The holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of an initial business combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

- Definition

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

+ References

+ Details

Commitments and Contingencies (Details) - Learn CW Investment Corporation	6 Months Ended	12 Months Ended
	Jun. 30, 2024 USD ($) $ / shares	Dec. 31, 2023 USD ($) Demand $ / shares
Registration And Shareholder Rights [Abstract]
Number of demands eligible security holder can make \| Demand		3
Underwriting Agreement [Abstract]
Deferred underwriting fee per unit (in dollars per share) \| $ / shares	$ 0.35	$ 0.35
Deferred underwriting fees	$ 7,780,500	$ 7,780,500
Discretionary deferred fee	$ 2,000,000	$ 2,000,000

Investments - Components (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Investments, All Other Investments [Abstract]
Equity-method investments	$ 5,594	$ 4,482	$ 2,984
Exchange-traded investments at fair value	12,331	9,685	16,841
Total Investments	$ 17,925	$ 14,167	$ 19,825

- Definition

+ References + Details

Unit-based Compensation - Narrative (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected annual dividend yield				0.00%
Class C units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Units granted (in shares)			0	1,132,000
Expected annual dividend yield				0.00%
Capital Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Compensation costs			$ 205	$ 444
Compensation expense remaining to be recognized			$ 377
Compensation expense remaining to be recognized, period			2 years 1 month 6 days
Capital Incentive Plan \| Class C units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grants permitted (in shares)			1,585,125
Subsidiary Equity Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Compensation costs	$ 593	$ 236	$ 705	$ 371
Compensation expense remaining to be recognized	$ 1,788		$ 1,909
Compensation expense remaining to be recognized, period	2 years		2 years 3 months 18 days
Units granted (in shares)	110,000	238,000
Discount percent for lack of marketability			20.00%
Subsidiary Equity Plan \| Class C units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grants permitted (in shares)					3,300,000

Net Loss Per Unit (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Numerator:
Net loss attributable to Innventure LLC Unitholders	$ (12,507)	$ 1,020	$ (30,845)	$ (32,757)
Less: cumulative earnings to participating unitholders	1,492	779	1,800	894
Less: deemed dividend related to Class PCTA and Class I Units	4,777	7,912	(5,366)	(7,063)
Net Loss Attributable to Class A Unitholders	$ (18,776)	$ (7,671)	$ (27,279)	$ (26,588)
Denominator:
Weighted average Class A Units outstanding, basic (in shares)	10,875,000	10,875,000	10,875,000	10,875,000
Net Loss Per Unit Attributable to Class A Unitholders, Basic (in usd per share)	$ (1.73)	$ (0.71)	$ (2.51)	$ (2.44)

- Definition

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

+ References

+ Details

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

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

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-4

Reference 17: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479168/946-830-55-10

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479105/946-220-45-7

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(1)(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 23: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-60B

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483499/205-20-50-7

Reference 34: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 230
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 28
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482740/230-10-45-28

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1A

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1B

Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

+ Details

STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT - USD ($)	Total	Learn CW Investment Corporation	Common Units Class B Ordinary Shares Learn CW Investment Corporation	Additional Paid-In Capital Learn CW Investment Corporation	Accumulated Deficit Learn CW Investment Corporation
Beginning balance at Dec. 31, 2021		$ (18,273,985)	$ 575	$ 0	$ (18,274,560)
Beginning balance (in shares) at Dec. 31, 2021			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(3,278,276)			(3,278,276)
Net (Loss) Income Attributable to Innventure LLC Unitholders	$ (32,757,000)	9,891,490			9,891,490
Ending balance at Dec. 31, 2022		(11,660,771)	$ 575	0	(11,661,346)
Ending balance (in shares) at Dec. 31, 2022			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(2,460,924)			(2,460,924)
Net (Loss) Income Attributable to Innventure LLC Unitholders		2,853,719			2,853,719
Ending balance at Mar. 31, 2023		(11,267,976)	$ 575	0	(11,268,551)
Ending balance (in shares) at Mar. 31, 2023			5,750,000
Beginning balance at Dec. 31, 2022		(11,660,771)	$ 575	0	(11,661,346)
Beginning balance (in shares) at Dec. 31, 2022			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (Loss) Income Attributable to Innventure LLC Unitholders	1,020,000	4,983,386
Ending balance at Jun. 30, 2023		(11,882,137)	$ 575	0	(11,882,712)
Ending balance (in shares) at Jun. 30, 2023			5,750,000
Beginning balance at Dec. 31, 2022		(11,660,771)	$ 575	0	(11,661,346)
Beginning balance (in shares) at Dec. 31, 2022			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(9,948,542)			(9,948,542)
Gain on settlement of underwriting fees		9,223,757			9,223,757
Net (Loss) Income Attributable to Innventure LLC Unitholders	(30,845,000)	3,907,392			3,907,392
Ending balance at Dec. 31, 2023		(8,478,164)	$ 575	0	(8,478,739)
Ending balance (in shares) at Dec. 31, 2023			5,750,000
Beginning balance at Mar. 31, 2023		(11,267,976)	$ 575	0	(11,268,551)
Beginning balance (in shares) at Mar. 31, 2023			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(2,743,828)			(2,743,828)
Net (Loss) Income Attributable to Innventure LLC Unitholders		2,129,667			2,129,667
Ending balance at Jun. 30, 2023		(11,882,137)	$ 575	0	(11,882,712)
Ending balance (in shares) at Jun. 30, 2023			5,750,000
Beginning balance at Dec. 31, 2023		(8,478,164)	$ 575	0	(8,478,739)
Beginning balance (in shares) at Dec. 31, 2023			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(450,000)			(450,000)
Net (Loss) Income Attributable to Innventure LLC Unitholders		(2,153,812)			(2,153,812)
Ending balance at Mar. 31, 2024		(11,081,976)	$ 575	0	(11,082,551)
Ending balance (in shares) at Mar. 31, 2024			5,750,000
Beginning balance at Dec. 31, 2023		(8,478,164)	$ 575	0	(8,478,739)
Beginning balance (in shares) at Dec. 31, 2023			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (Loss) Income Attributable to Innventure LLC Unitholders	$ (12,507,000)	(4,714,182)
Ending balance at Jun. 30, 2024		(14,730,186)	$ 575	0	(14,730,761)
Ending balance (in shares) at Jun. 30, 2024			5,750,000
Beginning balance at Mar. 31, 2024		(11,081,976)	$ 575	0	(11,082,551)
Beginning balance (in shares) at Mar. 31, 2024			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(1,087,840)			(1,087,840)
Net (Loss) Income Attributable to Innventure LLC Unitholders		(2,560,370)			(2,560,370)
Ending balance at Jun. 30, 2024		$ (14,730,186)	$ 575	$ 0	$ (14,730,761)
Ending balance (in shares) at Jun. 30, 2024			5,750,000

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

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

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-4

Reference 17: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479168/946-830-55-10

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479105/946-220-45-7

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(1)(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 23: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-60B

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483499/205-20-50-7

Reference 34: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 230
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 28
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482740/230-10-45-28

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1A

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1B

Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(30))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(31))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 852
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481372/852-10-55-10

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479168/946-830-55-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-04(19))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479170/946-210-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.6-05(4))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479170/946-210-S99-2

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(4)(b))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(6))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(7))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 13: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

Reference 14: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 310
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 4.E)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480418/310-10-S99-2

+ Details

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT - USD ($)	Total	Learn CW Investment Corporation	Common Units Class B Ordinary Shares Learn CW Investment Corporation	Additional Paid-In Capital Learn CW Investment Corporation	Accumulated Deficit Learn CW Investment Corporation
Beginning balance at Dec. 31, 2021		$ (18,273,985)	$ 575	$ 0	$ (18,274,560)
Beginning balance (in shares) at Dec. 31, 2021			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(3,278,276)			(3,278,276)
Net (Loss) Income Attributable to Innventure LLC Unitholders	$ (32,757,000)	9,891,490			9,891,490
Ending balance at Dec. 31, 2022		(11,660,771)	$ 575	0	(11,661,346)
Ending balance (in shares) at Dec. 31, 2022			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(2,460,924)			(2,460,924)
Net (Loss) Income Attributable to Innventure LLC Unitholders		2,853,719			2,853,719
Ending balance at Mar. 31, 2023		(11,267,976)	$ 575	0	(11,268,551)
Ending balance (in shares) at Mar. 31, 2023			5,750,000
Beginning balance at Dec. 31, 2022		(11,660,771)	$ 575	0	(11,661,346)
Beginning balance (in shares) at Dec. 31, 2022			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (Loss) Income Attributable to Innventure LLC Unitholders	1,020,000	4,983,386
Ending balance at Jun. 30, 2023		(11,882,137)	$ 575	0	(11,882,712)
Ending balance (in shares) at Jun. 30, 2023			5,750,000
Beginning balance at Dec. 31, 2022		(11,660,771)	$ 575	0	(11,661,346)
Beginning balance (in shares) at Dec. 31, 2022			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(9,948,542)			(9,948,542)
Net (Loss) Income Attributable to Innventure LLC Unitholders	(30,845,000)	3,907,392			3,907,392
Ending balance at Dec. 31, 2023		(8,478,164)	$ 575	0	(8,478,739)
Ending balance (in shares) at Dec. 31, 2023			5,750,000
Beginning balance at Mar. 31, 2023		(11,267,976)	$ 575	0	(11,268,551)
Beginning balance (in shares) at Mar. 31, 2023			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(2,743,828)			(2,743,828)
Net (Loss) Income Attributable to Innventure LLC Unitholders		2,129,667			2,129,667
Ending balance at Jun. 30, 2023		(11,882,137)	$ 575	0	(11,882,712)
Ending balance (in shares) at Jun. 30, 2023			5,750,000
Beginning balance at Dec. 31, 2023		(8,478,164)	$ 575	0	(8,478,739)
Beginning balance (in shares) at Dec. 31, 2023			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(450,000)			(450,000)
Net (Loss) Income Attributable to Innventure LLC Unitholders		(2,153,812)			(2,153,812)
Ending balance at Mar. 31, 2024		(11,081,976)	$ 575	0	(11,082,551)
Ending balance (in shares) at Mar. 31, 2024			5,750,000
Beginning balance at Dec. 31, 2023		(8,478,164)	$ 575	0	(8,478,739)
Beginning balance (in shares) at Dec. 31, 2023			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (Loss) Income Attributable to Innventure LLC Unitholders	$ (12,507,000)	(4,714,182)
Ending balance at Jun. 30, 2024		(14,730,186)	$ 575	0	(14,730,761)
Ending balance (in shares) at Jun. 30, 2024			5,750,000
Beginning balance at Mar. 31, 2024		(11,081,976)	$ 575	0	(11,082,551)
Beginning balance (in shares) at Mar. 31, 2024			5,750,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of Class A shares subject to possible redemption		(1,087,840)			(1,087,840)
Net (Loss) Income Attributable to Innventure LLC Unitholders		(2,560,370)			(2,560,370)
Ending balance at Jun. 30, 2024		$ (14,730,186)	$ 575	$ 0	$ (14,730,761)
Ending balance (in shares) at Jun. 30, 2024			5,750,000

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

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

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-4

Reference 17: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479168/946-830-55-10

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479105/946-220-45-7

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(1)(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 23: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-60B

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483499/205-20-50-7

Reference 34: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 230
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 28
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482740/230-10-45-28

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1A

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1B

Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

+ References

+ Details

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Cash Flows Used in Operating Activities
Net (loss) income	$ (30,984)	$ (32,785)
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Unit-based compensation	910	815
Change in fair value of embedded derivative liability	(766)	65
Non-cash interest expense on notes payable	455	104
Equity method investment gain	632	63
Write off acquired in-process R&D	0	13,850
Other, net	232	305
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(230)	(231)
Due from related parties	12	218
Accounts payable	9	(143)
Accrued employee benefits	3,181	553
Accrued expenses	1,230	285
Other current and other liabilities	(155)	(7)
Other assets	(218)	0
Net Cash Used in Operating Activities	(19,476)	(9,950)
Cash Flows Used in Investing Activities
Purchase of shares in equity method investees	(2,000)	0
Contributions to equity method investees	(130)	(205)
Distributions from equity method investee	0	1,688
Loans to equity method investee	(2,600)	0
Acquisition of property, plant and equipment	(645)	0
Proceeds received related to PCT stock sale	708	0
Net Cash Used in Investing Activities	(4,667)	1,483
Cash Flows Provided by Financing Activities
Proceeds from issuance of capital, net of issuance costs	16,009	12,891
Proceeds from the issuance of units to NCI	337	313
Payment of debts	(65)	(4,037)
Receipt of Capital from Class I Unitholder	130	205
Distributions to Class I Unitholder	0	(1,688)
Distribution to Unitholders	(241)	0
Net Cash Provided by Financing Activities	19,174	11,672
Net Decrease in Cash, Cash Equivalents and Restricted Cash	(4,969)	3,205
Cash, Cash Equivalents and Restricted Cash Beginning of period	7,544	4,339
Cash, Cash Equivalents and Restricted Cash End of period	2,575	7,544
Supplemental Cash Flow Information
Cash paid for interest	297	547
Supplemental Disclosure of Noncash Financing Information
Accretion of redeemable units to redemption value	5,366	7,134
Realized gain on investments distributed to Class PCTA Unitholders	0	13,359
Transfer of obligation from derivative liability to due to related party after option executed	0	1,431
In-kind contribution of PCT common stock in exchange for Class B-1 Preferred Units	0	3,323
Debt discount and embedded derivative upon issuance	1,119	1,576
Recognition of right of use asset and corresponding lease liability	730	368
Distribution of investments to former warrant holders	0	719
Creation of liability to former warrant holders	0	105
Related party
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Net (loss) gain on investments	(232)	(238)
Cash Flows Provided by Financing Activities
Proceeds from convertible notes payable	1,004	4,000
Payment of debts		(12)
Supplemental Disclosure of Noncash Financing Information
Issuance of Class Preferred B Units to extinguish convertible notes payable	504	0
Nonrelated party
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Net (loss) gain on investments	6,448	7,196
Cash Flows Provided by Financing Activities
Proceeds from convertible notes payable	2,000	0
Supplemental Disclosure of Noncash Financing Information
Issuance of Class Preferred B Units to extinguish convertible notes payable	$ 806	$ 1,602

CONDENSED STATEMENTS OF CASH FLOWS - USD ($)	6 Months Ended		12 Months Ended
CONDENSED STATEMENTS OF CASH FLOWS - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Cash Flows Used in Operating Activities
Net (Loss) Income Attributable to Innventure LLC Unitholders	$ (12,507,000)	$ 1,020,000	$ (30,845,000)	$ (32,757,000)
Changes in operating assets and liabilities:
Net Cash Used in Operating Activities	(16,391,000)	(7,387,000)	(19,476,000)	(9,950,000)
Cash Flows Used in Investing Activities
Net Cash Used in Investing Activities	(4,377,000)	(1,546,000)	(4,667,000)	1,483,000
Cash Flows Provided by Financing Activities
Net Cash Provided by Financing Activities	20,274,000	4,619,000	19,174,000	11,672,000
Cash, Cash Equivalents and Restricted Cash Beginning of period	2,575,000	7,544,000	7,544,000	4,339,000
Cash, Cash Equivalents and Restricted Cash End of period	2,081,000	3,230,000	2,575,000	7,544,000
Learn CW Investment Corporation
Cash Flows Used in Operating Activities
Net (Loss) Income Attributable to Innventure LLC Unitholders	(4,714,182)	4,983,386	3,907,392	9,891,490
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Income earned on investments in Trust Account	(637,838)	(5,204,752)	(8,808,542)	0
Change in fair value of warrant liabilities	2,423,980	(559,380)	(745,840)	(8,419,283)
Changes in operating assets and liabilities:
Prepaid expenses	335,677	311,348	(21,274)	692,444
Accounts payable and accrued expenses	2,033,666	309,780	4,943,384	571,407
Deferred credits	186,918	0	400,000	0
Net Cash Used in Operating Activities	(371,780)	(159,618)	(881,623)	(538,506)
Cash Flows Used in Investing Activities
Investment of cash in Trust Account	(900,001)	(345,000)	(1,140,000)	0
Cash withdrawn from Trust Account in connection with redemption	249,339	0	145,222,585	0
Net Cash Used in Investing Activities	(650,661)	(345,000)	144,082,585	0
Cash Flows Provided by Financing Activities
Proceeds from convertible promissory note – related party	1,734,192	0	1,445,000	1,050,000
Repayment of promissory note - related party	(373,192)	0	(56,000)	0
Redemption of ordinary shares	(249,339)	0	(145,222,585)	0
Net Cash Provided by Financing Activities	1,111,661	0	(143,833,585)	1,050,000
Net change in cash	89,220	(504,618)	(632,623)	511,494
Cash, Cash Equivalents and Restricted Cash Beginning of period	116,234	748,857	748,857	237,363
Cash, Cash Equivalents and Restricted Cash End of period	205,454	244,239	116,234	748,857
Supplemental Disclosure of Noncash Financing Information
Accretion of Class A ordinary shares subject to possible redemption	$ 1,537,840	$ 5,204,752	$ 9,948,542	$ 3,278,276

Income Taxes (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Income tax provision	$ 0	$ 0	$ 0	$ 0
Effective tax rate	0.00%	0.00%

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

+ Details

Fair Value - Level 3 Liabilities (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Change in fair value			$ (766)	$ 107
Embedded Derivative Liability
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Beginning balance	$ 1,994	$ 1,641	1,641	0
Issuance		647	1,119	1,576
Settlement	(2,472)			0
Change in fair value	478	41	(766)	65
Ending balance	0	2,329	1,994	1,641
Derivative Liability
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Beginning balance	$ 0	$ 0	0	1,389
Issuance			0	0
Settlement				(1,431)
Change in fair value			0	42
Ending balance			$ 0	$ 0

Income Taxes - Reconciliation of the Income Tax Provision (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Income taxes at federal statutory rate			$ 0	$ 0
Tax on pre-tax earnings of corporate subsidiaries			(2,229)	(3,771)
Non-deductible expenses			631	3,615
Other permanent differences			(4)	82
Valuation allowance			1,602	74
Total Provision (Benefit) for Income Taxes	$ 0	$ 0	$ 0	$ 0

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

+ Details

Unit-based Compensation (Tables)

6 Months Ended

Jun. 30, 2024

Share-Based Payment Arrangement [Abstract]

Fair Value Assumptions

The grant date fair value of units issued during 2022 was estimated using the Black-Scholes option-pricing model using the following assumptions:


			2022
Expected annual dividend yield			0.0%
Expected volatility			50.4% - 52.7%
Risk-free rate of return			1.5% - 3.11%
Expected term (years)			5

Class C Unit Activity

The summary of Class C Unit activity for the years ended December 31, 2023 and 2022 is as follows:


	Number of Class C Units	Weighted average grant date fair value		Weighted average recognition period (years)
Non-vested at January 1, 2022	453,125	$	0.02	2.00
Granted	1,132,000	1.07		—
Vested	(656,563)	0.69		—
Non-vested at December 31, 2022	928,562	0.82		2.22
Vested	(595,861)	0.67		—
Forfeited	(15,000)	1.05		—
Non-vested at December 31, 2023	317,701	$	1.09	1.93

Summary of Significant Accounting Policies, Cash and Cash Equivalents (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Learn CW Investment Corporation
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Cash equivalents	$ 0	$ 0	$ 0