Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 21, 2019 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | TSLA | |
Security 12b Title | Common stock | |
Security Exchange Name | NASDAQ | |
Entity Registrant Name | Tesla, Inc. | |
Entity Central Index Key | 0001318605 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 180,244,858 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-34756 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 91-2197729 | |
Entity Address, Address Line One | 3500 Deer Creek Road | |
Entity Address, City or Town | Palo Alto | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94304 | |
City Area Code | 650 | |
Local Phone Number | 681-5000 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 5,338 | $ 3,686 |
Restricted cash | 233 | 193 |
Accounts receivable, net | 1,128 | 949 |
Inventory | 3,581 | 3,113 |
Prepaid expenses and other current assets | 660 | 366 |
Total current assets | 10,940 | 8,307 |
Property, plant and equipment, net | 10,190 | 11,330 |
Operating lease right-of-use assets | 1,234 | |
Intangible assets, net | 351 | 282 |
Goodwill | 186 | 68 |
MyPower customer notes receivable, net of current portion | 398 | 422 |
Restricted cash, net of current portion | 255 | 398 |
Other assets | 820 | 572 |
Total assets | 32,795 | 29,740 |
Current liabilities | ||
Accounts payable | 3,468 | 3,405 |
Accrued liabilities and other | 2,497 | 2,094 |
Deferred revenue | 1,045 | 630 |
Resale value guarantees | 441 | 503 |
Customer deposits | 665 | 793 |
Current portion of long-term debt and finance leases | 2,030 | 2,568 |
Total current liabilities | 10,146 | 9,993 |
Long-term debt and finance leases, net of current portion | 11,313 | 9,404 |
Deferred revenue, net of current portion | 1,140 | 991 |
Resale value guarantees, net of current portion | 38 | 329 |
Other long-term liabilities | 2,676 | 2,710 |
Total liabilities | 25,313 | 23,427 |
Commitments and contingencies (Note 14) | ||
Redeemable noncontrolling interests in subsidiaries | 600 | 556 |
Stockholders' equity | ||
Preferred stock; $0.001 par value; 100 shares authorized; no shares issued and outstanding | ||
Common stock; $0.001 par value; 2,000 shares authorized; 180 and 173 shares issued and outstanding as of September 30, 2019 and December 31, 2018, respectively | 0 | 0 |
Additional paid-in capital | 12,348 | 10,249 |
Accumulated other comprehensive loss | (120) | (8) |
Accumulated deficit | (6,188) | (5,318) |
Total stockholders' equity | 6,040 | 4,923 |
Noncontrolling interests in subsidiaries | 842 | 834 |
Total liabilities and equity | 32,795 | 29,740 |
Operating Lease Vehicles [Member] | ||
Current assets | ||
Operating lease net | 2,253 | 2,090 |
Solar Energy Systems [Member] | ||
Current assets | ||
Solar energy systems, net | $ 6,168 | $ 6,271 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Preferred stock par value | $ 0.001 | $ 0.001 |
Preferred stock shares authorized | 100,000,000 | 100,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock shares issued | 180,000,000 | 173,000,000 |
Common stock shares outstanding | 180,000,000 | 173,000,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues | ||||
Automotive leasing | $ 221 | $ 221 | $ 644 | $ 634 |
Total automotive revenues | 5,353 | 6,099 | 14,453 | 12,192 |
Services and other | 548 | 326 | 1,646 | 860 |
Total revenues | 6,303 | 6,824 | 17,194 | 14,235 |
Cost of revenues | ||||
Automotive leasing | 117 | 119 | 340 | 361 |
Total automotive cost of revenues | 4,131 | 4,525 | 11,464 | 9,388 |
Services and other | 667 | 445 | 2,096 | 1,212 |
Total cost of revenues | 5,112 | 5,300 | 14,516 | 11,636 |
Gross profit | 1,191 | 1,524 | 2,678 | 2,599 |
Operating expenses | ||||
Research and development | 334 | 351 | 998 | 1,104 |
Selling, general and administrative | 596 | 730 | 1,947 | 2,167 |
Restructuring and other | 27 | 161 | 130 | |
Total operating expenses | 930 | 1,108 | 3,106 | 3,401 |
Income (loss) from operations | 261 | 416 | (428) | (802) |
Interest income | 15 | 7 | 34 | 17 |
Interest expense | (185) | (175) | (515) | (488) |
Other income, net | 85 | 23 | 70 | 36 |
Income (loss) before income taxes | 176 | 271 | (839) | (1,237) |
Provision for income taxes | 26 | 17 | 68 | 36 |
Net income (loss) | 150 | 254 | (907) | (1,273) |
Net income (loss) attributable to noncontrolling interests and redeemable noncontrolling interests in subsidiaries | 7 | (57) | 60 | (157) |
Net income (loss) attributable to common stockholders | $ 143 | $ 311 | $ (967) | $ (1,116) |
Net income (loss) per share of common stock attributable to common stockholders | ||||
Basic | $ 0.80 | $ 1.82 | $ (5.54) | $ (6.56) |
Diluted | $ 0.78 | $ 1.75 | $ (5.54) | $ (6.56) |
Weighted average shares used in computing net income (loss) per share of common stock | ||||
Basic | 179 | 171 | 176 | 170 |
Diluted | 184 | 178 | 176 | 170 |
Automotive Sales [Member] | ||||
Revenues | ||||
Revenues | $ 5,132 | $ 5,878 | $ 13,809 | $ 11,558 |
Cost of revenues | ||||
Cost of revenues | 4,014 | 4,406 | 11,124 | 9,027 |
Energy Generation and Storage [Member] | ||||
Revenues | ||||
Revenues | 402 | 399 | 1,095 | 1,183 |
Cost of revenues | ||||
Cost of revenues | $ 314 | $ 330 | $ 956 | $ 1,036 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 150 | $ 254 | $ (907) | $ (1,273) |
Other comprehensive loss: | ||||
Foreign currency translation adjustment | (114) | (10) | (112) | (25) |
Comprehensive income (loss) | 36 | 244 | (1,019) | (1,298) |
Less: Comprehensive income (loss) attributable to noncontrolling interests and redeemable noncontrolling interests in subsidiaries | 7 | (57) | 60 | (157) |
Comprehensive income (loss) attributable to common stockholders | $ 29 | $ 301 | $ (1,079) | $ (1,141) |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Noncontrolling Interest and Stockholders' Equity (Unaudited) - USD ($) shares in Millions, $ in Millions | Total | May 2019 Public Offering [Member] | Redeemable Noncontrolling Interests [Member] | Common Stock [Member] | Common Stock [Member]May 2019 Public Offering [Member] | Additional Paid-In Capital [Member] | Additional Paid-In Capital [Member]May 2019 Public Offering [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] | Total Stockholder's Equity [Member] | Total Stockholder's Equity [Member]May 2019 Public Offering [Member] | Noncontrolling Interests in Subsidiaries [Member] |
Balance at Dec. 31, 2017 | $ 5,235 | $ 398 | $ 0 | $ 9,178 | $ (4,973) | $ 33 | $ 4,238 | $ 997 | ||||
Balance, shares at Dec. 31, 2017 | 169 | |||||||||||
Reclass from mezzanine equity to equity for Convertible Senior Notes due in 2018 | 0 | 0 | 0 | |||||||||
Exercises of conversion feature of convertible senior notes | $ 0 | 0 | ||||||||||
Exercise of conversion feature of convertible senior notes, Shares | 0 | |||||||||||
Common stock issued | 220 | $ 0 | 220 | 220 | ||||||||
Common stock issued, shares | 3 | |||||||||||
Stock-based compensation | 560 | 560 | 560 | |||||||||
Contributions from noncontrolling interests | 118 | 248 | 118 | |||||||||
Distributions to noncontrolling interests | (127) | (49) | (127) | |||||||||
Buy-outs of noncontrolling interests | 0 | (3) | 0 | 0 | ||||||||
Net (loss) income | (1,222) | (51) | (1,116) | (1,116) | (106) | |||||||
Other comprehensive loss | (25) | (25) | (25) | |||||||||
Balance at Sep. 30, 2018 | 5,302 | 551 | $ 0 | 9,958 | (5,457) | 8 | 4,509 | 793 | ||||
Balance, shares at Sep. 30, 2018 | 172 | |||||||||||
Balance at Jun. 30, 2018 | 4,728 | 540 | $ 0 | 9,657 | (5,768) | 18 | 3,907 | 821 | ||||
Balance, shares at Jun. 30, 2018 | 171 | |||||||||||
Exercises of conversion feature of convertible senior notes | 0 | $ 0 | 0 | 0 | ||||||||
Exercise of conversion feature of convertible senior notes, Shares | 0 | |||||||||||
Common stock issued | 95 | $ 0 | 95 | 95 | ||||||||
Common stock issued, shares | 1 | |||||||||||
Stock-based compensation | 206 | 206 | 206 | |||||||||
Contributions from noncontrolling interests | 37 | 76 | 37 | |||||||||
Distributions to noncontrolling interests | (51) | (19) | (51) | |||||||||
Buy-outs of noncontrolling interests | 0 | (3) | 0 | 0 | ||||||||
Net (loss) income | 297 | (43) | 311 | 311 | (14) | |||||||
Other comprehensive loss | (10) | (10) | (10) | |||||||||
Balance at Sep. 30, 2018 | 5,302 | 551 | $ 0 | 9,958 | (5,457) | 8 | 4,509 | 793 | ||||
Balance, shares at Sep. 30, 2018 | 172 | |||||||||||
Adjustments for prior periods from adopting Accounting Standards Update | Accounting Standards Update No. 2014-09 [Member] | 534 | 8 | 623 | 623 | (89) | |||||||
Adjustments for prior periods from adopting Accounting Standards Update | Accounting Standards Update No. 2017-05 [Member] | 9 | 9 | 9 | |||||||||
Balance at Dec. 31, 2018 | 5,757 | 556 | $ 0 | 10,249 | (5,318) | (8) | 4,923 | 834 | ||||
Balance, shares at Dec. 31, 2018 | 173 | |||||||||||
Conversion feature of Convertible Senior Notes due in 2024 | 491 | 491 | 491 | |||||||||
Purchase of convertible note hedges | (476) | (476) | (476) | |||||||||
Sales of warrants | 174 | 174 | 174 | |||||||||
Common stock issued | 173 | $ 847 | $ 0 | $ 0 | 173 | $ 847 | 173 | $ 847 | ||||
Common stock issued, shares | 3 | 3 | ||||||||||
Issuance of common stock upon acquisition, net of transaction costs | 220 | $ 0 | 220 | 220 | ||||||||
Issuance of common stock upon acquisition, net of transaction costs, Shares | 1 | |||||||||||
Stock-based compensation | 672 | 672 | 672 | |||||||||
Contributions from noncontrolling interests | 100 | 53 | 100 | |||||||||
Distributions to noncontrolling interests | (112) | (49) | (112) | |||||||||
Buy-outs of noncontrolling interests | (8) | (8) | (8) | |||||||||
Other | 6 | 6 | 6 | |||||||||
Net (loss) income | (947) | 40 | (967) | (967) | 20 | |||||||
Other comprehensive loss | (112) | (112) | (112) | |||||||||
Balance at Sep. 30, 2019 | 6,882 | 600 | $ 0 | 12,348 | (6,188) | (120) | 6,040 | 842 | ||||
Balance, shares at Sep. 30, 2019 | 180 | |||||||||||
Balance at Jun. 30, 2019 | 6,569 | 580 | $ 0 | 12,052 | (6,331) | (6) | 5,715 | 854 | ||||
Balance, shares at Jun. 30, 2019 | 179 | |||||||||||
Common stock issued | 78 | $ 0 | 78 | 78 | ||||||||
Common stock issued, shares | 1 | |||||||||||
Issuance of common stock upon acquisition, net of transaction costs | 1 | 1 | 1 | |||||||||
Stock-based compensation | 217 | 217 | 217 | |||||||||
Contributions from noncontrolling interests | 51 | 12 | 51 | |||||||||
Distributions to noncontrolling interests | (51) | (11) | (51) | |||||||||
Net (loss) income | 131 | 19 | 143 | 143 | (12) | |||||||
Other comprehensive loss | (114) | (114) | (114) | |||||||||
Balance at Sep. 30, 2019 | 6,882 | $ 600 | $ 0 | $ 12,348 | (6,188) | $ (120) | 6,040 | $ 842 | ||||
Balance, shares at Sep. 30, 2019 | 180 | |||||||||||
Adjustments for prior periods from adopting Accounting Standards Update | Accounting Standards Update No. 2016-02 [Member] | $ 97 | $ 97 | $ 97 |
Consolidated Statements of Re_2
Consolidated Statements of Redeemable Noncontrolling Interest and Stockholders' Equity (Unaudited) (Parenthetical) - USD ($) $ in Millions | 6 Months Ended | 9 Months Ended |
Jun. 30, 2019 | Sep. 30, 2019 | |
Statement Of Stockholders Equity [Abstract] | ||
Common stock issued, per share | $ 243 | $ 243 |
Common stock public offering issuance costs | $ 15 | $ 15 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash Flows from Operating Activities | ||
Net loss | $ (907) | $ (1,273) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation, amortization and impairment | 1,577 | 1,404 |
Stock-based compensation | 617 | 544 |
Amortization of debt discounts and issuance costs | 138 | 121 |
Inventory write-downs | 167 | 60 |
Loss on disposals of fixed assets | 69 | 133 |
Foreign currency transaction gains | (102) | (7) |
Non-cash interest and other operating activities | 189 | 22 |
Operating cash flow related to repayment of discounted convertible notes | (188) | |
Changes in operating assets and liabilities, net of effect of business combinations: | ||
Accounts receivable | (150) | (686) |
Inventory | (485) | (1,111) |
Operating lease vehicles | (467) | (189) |
Prepaid expenses and other current assets | (236) | (31) |
Other non-current assets | 46 | (62) |
Accounts payable and accrued liabilities | 142 | 1,628 |
Deferred revenue | 625 | 284 |
Customer deposits | (114) | 10 |
Resale value guarantee | (112) | (58) |
Other long-term liabilities | 171 | 74 |
Net cash provided by operating activities | 980 | 863 |
Cash Flows from Investing Activities | ||
Purchases of property and equipment excluding finance leases, net of sales | (915) | (1,776) |
Purchases of solar energy systems | (68) | (189) |
Purchase of intangible assets | (5) | |
Business combinations, net of cash acquired | (45) | (7) |
Net cash used in investing activities | (1,033) | (1,972) |
Cash Flows from Financing Activities | ||
Proceeds from issuances of common stock in public offerings | 848 | |
Proceeds from issuances of convertible and other debt | 7,119 | 3,947 |
Repayments of convertible and other debt | (5,601) | (3,111) |
Repayments of borrowings issued to related parties | (100) | |
Collateralized lease repayments | (302) | (343) |
Proceeds from exercises of stock options and other stock issuances | 167 | 220 |
Principal payments on finance leases | (223) | (106) |
Common stock and debt issuance costs | (32) | (5) |
Purchase of convertible note hedges | (476) | |
Proceeds from issuance of warrants | 174 | |
Proceeds from investments by noncontrolling interests in subsidiaries | 153 | 366 |
Distributions paid to noncontrolling interests in subsidiaries | (211) | (179) |
Payments for buy-outs of noncontrolling interests in subsidiaries | (8) | (3) |
Net cash provided by financing activities | 1,608 | 686 |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (6) | (19) |
Net increase (decrease) in cash and cash equivalents and restricted cash | 1,549 | (442) |
Cash and cash equivalents and restricted cash, beginning of period | 4,277 | 3,965 |
Cash and cash equivalents and restricted cash, end of period | 5,826 | 3,523 |
Supplemental Non-Cash Investing and Financing Activities | ||
Equity issued in connection with business combination | 207 | |
Acquisitions of property and equipment included in liabilities | $ 375 | 306 |
Estimated fair value of facilities under build-to-suit leases | $ 62 |
Overview
Overview | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Overview | Note 1 – Overview Tesla, Inc. (“Tesla”, the “Company”, “we”, “us” or “our”) was incorporated in the State of Delaware on July 1, 2003. We design, develop, manufacture and sell high-performance fully electric vehicles and design, manufacture, install and sell solar energy generation and energy storage products. Our Chief Executive Officer, as the chief operating decision maker (“CODM”), organizes the Company, manages resource allocations and measures performance among two operating and reportable segments: (i) automotive and (ii) energy generation and storage. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Unaudited Interim Financial Statements The consolidated balance sheet as of September 30, 2019, the consolidated statements of operations, the consolidated statements of comprehensive income (loss) and the consolidated statements of redeemable noncontrolling interests and equity for the three and nine months ended September 30, 2019 and 2018 and the consolidated statements of cash flows for the nine months ended September 30, 2019 and 2018, as well as other information disclosed in the accompanying notes, are unaudited. The consolidated balance sheet as of December 31, 2018 was derived from the audited consolidated financial statements as of that date. The interim consolidated financial statements and the accompanying notes should be read in conjunction with the annual consolidated financial statements and the accompanying notes contained in our Annual Report on Form 10-K for the year ended December 31, 2018. The interim consolidated financial statements and the accompanying notes have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented. The consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future years or interim periods. Revenue Recognition Automotive Sales Revenue Automotive Sales with and without Resale Value Guarantee Automotive sales revenue includes revenues related to deliveries of new vehicles, and specific other features and services that meet the definition of a performance obligation include access to our Supercharger network, internet connectivity, Autopilot and Full Self-Driving (“FSD”) features and over-the-air software updates. Deferred revenue related to the access to our Supercharger network, internet connectivity, Autopilot and FSD features and over-the-air software updates on automotive sales with and without resale value guarantee amounted to $1.30 billion and $883 million as of September 30, 2019 and December 31, 2018, respectively. Deferred revenue is equivalent to the total transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied, as of the balance sheet date. Revenue recognized from the deferred revenue balance as of December 31, 2018 was $177 million for the nine months ended September 30, 2019. Of the total deferred revenue on automotive sales with and without resale value guarantees, we expect to recognize $662 million of revenue in the next 12 months. The remaining balance will be recognized over the various performance periods of the obligations, which is up to the eight-year life of the vehicle. At the time of revenue recognition, we reduce the transaction price and record a sales return reserve against revenue for estimated variable consideration related to future product returns. Such estimates are based on historical experience. On a quarterly basis, we assess the estimated market values of vehicles under our buyback options program to determine whether there will be changes to future product returns. As we accumulate more data related to the buyback values of our vehicles or as market conditions change, there may be material changes to their estimated values. Due to price adjustments we made to our vehicle offerings during the first half of 2019, we estimated that there is a greater likelihood that customers will exercise their buyback options that were provided prior to such adjustments. As a result, along with the estimated variable consideration related to normal future product returns for vehicles sold under the buyback options program, we adjusted our sales return reserve on vehicles previously sold under our buyback options program resulting in a reduction of automotive sales revenues of $555 Automotive Regulatory Credits We recognize revenue on the sale of regulatory credits at the time control of the regulatory credits is transferred to the purchasing party as automotive revenue in the consolidated statements of operations. Deferred revenue related to sales of automotive regulatory credits was $140 million and $0 as of September 30, 2019 Automotive Leasing Revenue Automotive leasing revenue includes revenue recognized under lease accounting guidance for our direct leasing programs as well as the two programs with resale value guarantees described below. Direct Vehicle Leasing Program We have outstanding leases under our direct vehicle leasing programs in the U.S., Canada and in certain countries in Europe. As of September 30, 2019, the direct vehicle leasing program is offered for new Model S, Model X vehicles in the U.S. and Canada and for new Model 3 vehicles in the U.S. Qualifying customers are permitted to lease a vehicle directly from Tesla for up to 48 months. At the end of the lease term, customers are required to return the vehicles to us or for Model S and Model X leases, may opt to purchase the vehicles for a pre-determined residual value. We account for these leasing transactions as operating leases. We record leasing revenues to automotive leasing revenue on a straight-line basis over the contractual term, and we record the depreciation of these vehicles to cost of automotive leasing revenue. We capitalize shipping costs and initial direct costs such as the incremental cost of referral fees and sales commissions from the origination of automotive lease agreements as an element of operating lease vehicles, net, and subsequently amortize these costs over the term of the related lease agreement. Our policy is to exclude taxes collected from a customer from the transaction price of automotive contracts. Total capitalized costs were immaterial as of September 30, 2019. Vehicle Sales to Leasing Partners with a Resale Value Guarantee and a Buyback Option We offer buyback options in connection with automotive sales with resale value guarantees with certain leasing partner sales in the United States. These transactions entail a transfer of leases, which we have originated with an end-customer, to our leasing partner. As control of the vehicles has not been transferred, these transactions were accounted for as interest bearing collateralized borrowings in accordance with ASC 840, Leases At the end of the lease term, we settle our liability in cash by either purchasing the vehicle from the leasing partner for the buyback option amount or paying a shortfall to the option amount the leasing partner may realize on the sale of the vehicle. Any remaining balances within deferred revenue and resale value guarantee will be settled to automotive leasing revenue. The end customers can extend the lease for a period of up to 6 months. . The maximum amount we could be required to pay under this program, should we decide to repurchase all vehicles, was $291 million and $480 million as of September 30, 2019 and , respectively, including $254 million within a 12-month period from September 30, 2019. As of September 30, 2019 and we had $328 and $558 million, respectively, of such borrowings recorded in resale value guarantees and $47 million and $93 million, respectively, recorded in deferred revenue liability. $89 million and $257 million, respectively, for the same periods in 2018 Vehicle S ales to Customers with a Resale Value Guarantee where Exercise is Probable For certain international programs where we have offered resale value guarantees to certain customers who purchased vehicles and where we expect the customer has a significant economic incentive to exercise the resale value guarantee provided to them, we continue to recognize these transactions as operating leases. The process to determine whether there is a significant economic incentive includes a comparison of a vehicle’s estimated market value at the time the option is exercisable with the guaranteed resale value to determine the customer’s economic incentive to exercise. We have not sold any vehicles under this program since the first half of 2017 and all current period activity relates to the exercise or cancellation of active transactions. The amount of sale proceeds equal to the resale value guarantee is deferred until the guarantee expires or is exercised. The remaining sale proceeds are deferred and recognized on a straight-line basis over the stated guarantee period to automotive leasing revenue. The guarantee period expires at the earlier of the end of the guarantee period or the pay-off of the initial loan. We capitalize the cost of these vehicles on the consolidated balance sheets as operating lease vehicles, net, and depreciate their value, less salvage value, to cost of automotive leasing revenue over the same period. In cases where a customer retains ownership of a vehicle at the end of the guarantee period, the resale value guarantee liability and any remaining deferred revenue balances related to the vehicle are settled to automotive leasing revenue, and the net book value of the leased vehicle is expensed to cost of automotive leasing revenue. If a customer returns the vehicle to us during the guarantee period, we purchase the vehicle from the customer in an amount equal to the resale value guarantee and settle any remaining deferred balances to automotive leasing revenue, and we reclassify the net book value of the vehicle on the consolidated balance sheets to used vehicle inventory. As of September 30, 2019 and December 31, 2018, $151 million and $150 million, respectively, of the guarantees were exercisable by customers within the next 12 months. For the three and nine months ended September 30, 2019, we recognized $32 million and $117 million, respectively, of leasing revenue related to this program, and $30 million and $107 million, respectively, for the same periods in 2018. The net carrying amount of operating lease vehicles under this program was $113 million and $212 million, respectively, as of September 30, 2019 and December 31, 2018. Services and Other Revenue Services and other revenue consists of non-warranty after-sales vehicle services, sales of used vehicles, retail merchandise, and sales by our acquired subsidiaries to third party customers. Revenues related to repair and maintenance services are recognized over time as services are provided and extended service plans are recognized over the performance period of the service contract as the obligation represents a stand-ready obligation to the customer. We sell used vehicles, services, service plans, vehicle components and merchandise separately and thus use standalone selling prices as the basis for revenue allocation to the extent that these items are sold in transactions with other performance obligations. Payment for used vehicles, services, and merchandise are typically received at the point when control transfers to the customer or in accordance with payment terms customary to the business. Payments received for prepaid plans are refundable upon customer cancellation of the related contracts and are included within customer deposits on the consolidated balance sheet. Deferred revenue related to services and other revenue was immaterial as of September 30, 2019 and December 31, 2018. Energy Generation and Storage Sales Energy generation and storage sales revenues consists of the sale of solar energy systems and energy storage systems to residential, small commercial, and large commercial and utility grade customers. Upon adoption of the new lease standard (refer to Leases Revenue recognized from the deferred revenue balance as of January 1, 2018 was $37 million for the nine months ended September 30, 2018. Deferred revenue also includes the portion of rebates and incentives received from utility companies and various local and state government agencies, which is recognized as revenue over the lease term. As of September 30, 2019 42 We capitalize initial direct costs from the execution of agreements for solar energy systems and PPAs, which include the referral fees and sales commissions, as an element of solar energy systems, net, and subsequently amortize these costs over the term of the related agreements. Revenue by source The following table disaggregates our revenue by major source (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Automotive sales without resale value guarantee $ 4,821 $ 5,297 $ 13,423 $ 10,178 Automotive sales with resale value guarantee (1) 177 392 (75 ) 1,056 Automotive regulatory credits 134 189 461 324 Energy generation and storage sales (2) 241 259 680 791 Services and other 548 326 1,646 860 Total revenues from sales and services 5,921 6,463 16,135 13,209 Automotive leasing 221 221 644 634 Energy generation and storage leasing (2) 161 140 415 392 Total revenues $ 6,303 $ 6,824 $ 17,194 $ 14,235 (1) We made pricing adjustments to our vehicle offerings during the nine months ended September 30, 2019, which resulted in a reduction of automotive sales with resale value guarantee revenues. Refer to Automotive Sales with and without Resale Value Guarantee (2) Following the adoption of ASU No. 2016-02, Leases Leases Leases In February 2016, the FASB issued ASU No. 2016-02 (“ASC 842”), Leases, to require lessees to recognize all leases, with certain exceptions, on the balance sheet, while recognition on the statement of operations will remain similar to current lease accounting. Subsequently, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, ASU No. 2018-11, Targeted Improvements, ASU No. 2018-20, Narrow-Scope Improvements for Lessors, and ASU 2019-01, Codification Improvements, to clarify and amend the guidance in ASU No. 2016-02. ASC 842 eliminates real estate-specific provisions and modifies certain aspects of lessor accounting. This standard is effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. We adopted ASC 842 as of January 1, 2019 using the cumulative effect adjustment approach (“adoption of the new lease standard”). In addition, we elected the package of practical expedients permitted under the transition guidance within the new standard, which allowed us to carry forward the historical determination of contracts as leases, lease classification and not reassess initial direct costs for historical lease arrangements. Accordingly, previously reported financial statements, including footnote disclosures, have not been recast to reflect the application of the new standard to all comparative periods presented. The finance lease classification under ASC 842 includes leases previously classified as capital leases under ASC 840. Agreements for solar energy system leases and PPAs (solar leases) that commence after January 1, 2019, where we are the lessor and would have been accounted for as operating leases no longer meet the definition of a lease upon the adoption of ASC 842 and will instead be accounted for in accordance with ASC 606. Under these two types of arrangements, the customer is not responsible for the design of the energy system but rather approved the energy system benefits in terms of energy capacity and production to be received over the term. Accordingly, the revenue from solar leases commencing after January 1, 2019 are now recognized as earned, based on the amount of capacity provided or electricity delivered at the contractual billing rates, assuming all other revenue recognition criteria have been met. Under the practical expedient available under ASC 606-10-55-18, we recognize revenue based on the value of the service which is consistent with the billing amount. There is no change to the amount and timing of revenue recognition for solar lease arrangements. We have lease agreements with lease and non-lease components, and have elected to utilize the practical expedient to account for lease and non-lease components together as a single combined lease component, from both a lessee and lessor perspective. From a lessor perspective, the timing and pattern of transfer are the same for the non-lease components and associated lease component and, the lease component, if accounted for separately, would be classified as an operating lease. Additionally, we have determined that the leases previously identified as build-to-suit leasing arrangements under legacy lease accounting (ASC 840), were derecognized pursuant to the transition guidance provided for build-to-suit leases in ASC 842. Accordingly, these leases have been reassessed as operating leases as of the adoption date under ASC 842, and are included on the consolidated balance sheet as of September 30, 2019. Operating lease assets are included within operating lease right-of-use assets, and the corresponding operating lease liabilities are included within accrued liabilities and other for the current portion, and within other long-term liabilities for the long-term portion on our consolidated balance sheet as of September 30, 2019 . Finance lease assets are included within property, plant and equipment, net, and the corresponding finance lease liabilities are included within current portion of long-term debt and finance leases for the current portion, and within l ong-term debt and finance leases, net of current portion for the long-term portion on our consolidated balance sheet as of September 30, 2019 . We have elected not to present short-term leases on the consolidated balance sheet as these leases have a lease term of 12 months or less at lease inception and do not contain purchase options or renewal terms that we are reasonably certain to exercise. All other lease assets and lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Because most of our leases do not provide an implicit rate of return, we used our incremental borrowing rate based on the information available at adoption date in determining the present value of lease payments. Adoption of the new lease standard on January 1, 2019 had a material impact on our interim unaudited consolidated financial statements. The most significant impacts related to the (i) recognition of right-of-use ("ROU") assets of $1.29 billion and lease liabilities of $1.24 billion for operating leases on the consolidated balance sheet, and (ii) de-recognition of build-to-suit lease assets and liabilities of $1.62 billion and $1.74 billion, respectively, with the net impact of $97 million recorded to accumulated deficit, as of January 1, 2019. We also reclassified prepaid expenses and other current asset balances of $142 million and deferred rent balance, including tenant improvement allowances, and other liability balances of $70 million relating to our existing lease arrangements as of December 31, 2018, into the ROU asset balance as of January 1, 2019. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. The standard did not materially impact our consolidated statement of operations and consolidated statement of cash flows. The cumulative effect of the changes made to our consolidated balance sheet as of January 1, 2019 for the adoption of the new lease standard was as Balances at December 31, 2018 Adjustments from Adoption of New Lease Standard Balances at January 1, 2019 Assets Prepaid expenses and other current assets $ 366 $ 0 $ 366 Property, plant and equipment, net 11,330 (1,617 ) 9,713 Operating lease right-of-use assets — 1,286 1,286 Other assets 572 (141 ) 431 Liabilities Accrued liabilities and other 2,094 118 2,212 Current portion of long-term debt and finance leases 2,568 — 2,568 Long-term debt and finance leases, net of current portion 9,404 — 9,404 Other long-term liabilities 2,710 (687 ) 2,023 Equity Accumulated deficit (5,318 ) 97 (5,221 ) Income Taxes There are transactions that occur during the ordinary course of business for which the ultimate tax determination is uncertain. As of September 30, 2019 and December 31, 2018, the aggregate balances of our gross unrecognized tax benefits were $303 million and $253 million, respectively, of which $280 million and $244 million, respectively, would not give rise to changes in our effective tax rate since these tax benefits would increase a deferred tax asset that is currently fully offset by a valuation allowance. On June 7, 2019, the Ninth Circuit Court of Appeals issued a new opinion in Altera Corp. v. Commissioner requiring related parties in an intercompany cost-sharing arrangement to share expenses related to share-based compensation. This opinion reversed the prior decision of the United States Tax Court. We do not expect this to have an impact on our consolidated financial statements. Net Income (Loss) per Share of Common Stock Attributable to Common Stockholders Basic net income (loss) per share of common stock attributable to common stockholders is calculated by dividing net income (loss) attributable to common stockholders by the weighted-average shares of common stock outstanding for the period. During the nine months ended September 30, 2019, we increased net loss attributable to common stockholders by $8 million to arrive at the numerator used to calculate net loss per share. This adjustment represents the difference between the cash we paid to a financing fund investor for their noncontrolling interest in one of our subsidiaries and the carrying amount of the noncontrolling interest on our consolidated balance sheet, in accordance with ASC 260, Earnings per Share Long-Term Debt Obligations The following table presents the computation of basic and diluted net income (loss) per share of common stock attributable to common stockholders (in millions, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Net income (loss) per share of common stock attributable to common stockholders, basic Net income (loss) attributable to common stockholders $ 143 $ 311 $ (967 ) $ (1,116 ) Less: Buy-out of noncontrolling interest — — 8 — Net income (loss) used in computing net income (loss) per share of common stock, basic 143 311 (975 ) (1,116 ) Weighted average shares used in computing net income (loss) per share of common stock, basic 179 171 176 170 Net income (loss) per share of common stock attributable to common stockholders, basic $ 0.80 $ 1.82 $ (5.54 ) $ (6.56 ) Net income (loss) per share of common stock attributable to common stockholders, diluted Net income (loss) attributable to common stockholders $ 143 $ 311 $ (967 ) $ (1,116 ) Less: Buy-out of noncontrolling interest — — 8 — Net income (loss) used in computing net income (loss) per share of common stock, diluted 143 311 (975 ) (1,116 ) Weighted average shares used in computing net income (loss) per share of common stock, basic 179 171 176 170 Add: Stock-based awards 5 7 — — Warrants — 0 — — Weighted average shares used in computing net income (loss) per share of common stock, diluted 184 178 176 170 Net income (loss) per share of common stock attributable to common stockholders, diluted $ 0.78 $ 1.75 $ (5.54 ) $ (6.56 ) The following table presents the potentially dilutive shares that were excluded from the computation of diluted net loss per share of common stock attributable to common stockholders, because their effect was anti-dilutive (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Stock-based awards 7 3 12 10 Convertible senior notes 1 1 1 2 Restricted Cash We maintain certain cash balances restricted as to withdrawal or use. Our restricted cash is comprised primarily of cash as collateral for our sales to lease partners with a resale value guarantee, letters of credit, real estate leases, insurance policies, credit card borrowing facilities and certain operating leases. In addition, restricted cash includes cash received from certain fund investors that have not been released for use by us and cash held to service certain payments under various secured debt facilities. The following table totals cash and cash equivalents and restricted cash as reported on the consolidated balance sheets; the sums are presented on the consolidated statements of cash flows (in millions): September 30, December 31, September 30, December 31, 2019 2018 2018 2017 Cash and cash equivalents $ 5,338 $ 3,686 $ 2,967 $ 3,368 Restricted cash 233 193 159 155 Restricted cash, net of current portion 255 398 397 442 Total as presented in the consolidated statements of cash flows $ 5,826 $ 4,277 $ 3,523 $ 3,965 Concentration of Risk Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist of cash, cash equivalents, restricted cash, accounts receivable, convertible note hedges, and interest rate swaps. Our cash balances are primarily invested in money market funds or on deposit at high credit quality financial institutions in the U.S. These deposits are typically in excess of insured limits. As of September 30, 2019 and December 31, 2018, no entity represented 10% or more of our total accounts receivable balance. The risk of concentration for our interest rate swaps is mitigated by transacting with several highly-rated multinational banks. Supply Risk We are dependent on our suppliers, the majority of which are single source suppliers, and the inability of these suppliers to deliver necessary components of our products in a timely manner at prices, quality levels and volumes acceptable to us, or our inability to efficiently manage these components from these suppliers, could have a material adverse effect on our business, prospects, financial condition and operating results. Operating Lease Vehicles Vehicles that are leased as part of our direct vehicle leasing program, vehicles delivered to leasing partners with a resale value guarantee and a buyback option, as well as vehicles delivered to customers with resale value guarantee where exercise is probable are classified as operating lease vehicles as the related revenue transactions are treated as operating leases (refer to the Resale Value Guarantees Financing Programs under ASC 842 section above for details). Operating lease vehicles are recorded at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the expected operating lease term. The total cost of operating lease vehicles recorded on the consolidated balance sheets as of and was $2.67 billion and $2.55 billion, respectively. Accumulated depreciation related to leased vehicles as of and was $414 million and $458 million, respectively. Warranties We provide a manufacturer’s warranty on all new and used vehicles, production powertrain components and systems and energy storage products we sell. In addition, we also provide a warranty on the installation and components of the solar energy systems we sell for periods typically between 10 to 30 years. We accrue a warranty reserve for the products sold by us, which includes our best estimate of the projected costs to repair or replace items under warranties and recalls when identified. These estimates are based on actual claims incurred to date and an estimate of the nature, frequency and costs of future claims. These estimates are inherently uncertain given our relatively short history of sales, and changes to our historical or projected warranty experience may cause material changes to the warranty reserve in the future. The warranty reserve does not include projected warranty costs associated with our vehicles subject to lease accounting and our solar energy systems under lease contracts or PPAs, as the costs to repair these warranty claims are expensed as incurred. The portion of the warranty reserve expected to be incurred within the next 12 months is included within accrued liabilities and other while the remaining balance is included within other long-term liabilities on the consolidated balance sheets. Warranty expense is recorded as a component of cost of revenues in the consolidated statements of operations. Due to the magnitude of our automotive business, accrued warranty balance as of September 30, 2019 was primarily related to our automotive segment. Accrued warranty activity consisted of the following (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Accrued warranty—beginning of period $ 941 $ 524 $ 748 $ 402 Warranty costs incurred (59 ) (54 ) (175 ) (148 ) Net changes in liability for pre-existing warranties, including expirations and foreign exchange impact (37 ) (13 ) 36 (24 ) Additional warranty accrued from adoption of the new revenue standard — — — 37 Provision for warranty 138 187 374 377 Accrued warranty—end of period $ 983 $ 644 $ 983 $ 644 For the three and nine months ended September 30, 2019, warranty costs incurred for vehicles accounted for as operating leases or collateralized debt arrangements were $4 million and $16 million, respectively, and for the three and nine months ended September 30, 2018, such costs were $5 million and $17 million, respectively. Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments Codification Improvements to Topic 326 In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment In August 2018, the FASB issued ASU No. 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that Is a Service Contract Recently adopted accounting pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases, to require lessees to recognize all leases, with limited exceptions, on the balance sheet, while recognition on the statement of operations will remain similar to legacy lease accounting, ASC 840. The ASU also eliminates real estate-specific provisions and modifies certain aspects of lessor accounting. Subsequently, the FASB issued ASU No. 2018-10 , Codification Improvements to Topic 842 Targeted Improvements Narrow-Scope Improvements for Lessors Codification Improvements In August 2017, the FASB issued ASU No. 2017-12, Targeted Improvements to Accounting for Hedging Activities In January 2018, the FASB issued ASU No. 2018-01, Land Easement Practical Expedient Transition to Topic 842 Leases |
Business Combination
Business Combination | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Business Combination | Note 3 – Maxwell Acquisition On May 16, 2019 (the “Acquisition Date”), we completed our strategic acquisition of Maxwell Technologies, Inc. (“Maxwell”), an energy storage and power delivery products company, for its complementary technology and workforce. Pursuant to the related Agreement and Plan of Merger (the “Merger Agreement”), each issued and outstanding share of Maxwell common stock was converted into 0.0193 (the “Exchange Ratio”) shares of our common stock. In addition, Maxwell’s stock option awards and restricted stock unit awards were assumed by us and converted into corresponding equity awards in respect of our common stock based on the Exchange Ratio, with the awards retaining the same vesting and other terms and conditions as in effect immediately prior to the acquisition. Fair Value of Purchase Consideration The Acquisition Date fair value of the purchase consideration was $207 million (902,968 shares issued at $229.49 per share, the opening price of our common stock on the Acquisition Date). Fair Value of Assets Acquired and Liabilities Assumed We accounted for the acquisition using the purchase method of accounting for business combinations under ASC 805, Business Combinations Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives and the expected future cash flows and related discount rates, can materially impact our results of operations. Significant inputs used for the model included the amount of cash flows, the expected period of the cash flows and the discount rates. During the third quarter of 2019, we finalized our estimate of the Acquisition Date fair values of the assets acquired and the liabilities assumed and there were no changes to the fair values of the assets acquired and the liabilities assumed. The allocation of the purchase price is based on management’s estimate of the Acquisition Date fair values of the assets acquired and liabilities assumed, as follows (in millions): Assets acquired: Cash and cash equivalents $ 32 Accounts receivable 24 Inventory 32 Property, plant and equipment 27 Operating lease right-of-use assets 10 Intangible assets 105 Prepaid expenses and other assets, current and non-current 3 Total assets acquired 233 Liabilities and equity assumed: Accounts payable (10 ) Accrued liabilities and other (28 ) Debt and financial leases, current and non-current (44 ) Deferred revenue, current (1 ) Other long-term liabilities (14 ) Additional paid-in capital (8 ) Total liabilities and equity assumed (105 ) Net assets acquired 128 Goodwill 79 Total purchase price $ 207 Goodwill represented the excess of the purchase price over the fair value of the net assets acquired and was primarily attributable to the expected synergies from integrating Maxwell’s technology into our automotive business as well as the acquired talent. Goodwill is not deductible for U.S. income tax purposes and is not amortized. Rather, we assess goodwill for impairment annually in the fourth quarter, or more frequently if events or changes in circumstances indicate that it might be impaired, by comparing its carrying value to the reporting unit’s fair value. Identifiable Intangible Assets Acquired A preliminary assessment of the fair value of identified intangible assets and their respective useful lives are as follows (in millions, except for estimated useful life): Fair Value Useful Life (in years) Developed technology $ 102 9 Customer relations 2 9 Trade name 1 10 Total intangible assets $ 105 Maxwell’s results of operations since the Acquisition Date have been included within the automotive segment. Standalone and pro forma results of operations have not been presented because they were not material to the consolidated financial statements. Other Acquisitions During the nine months ended September 30, 2019, we completed various other acquisitions generally for the related technology and workforce. Total consideration for these acquisitions was $96 million, of which $80 million was paid in cash. In aggregate, $36 million was attributed to intangible assets, $41 million was attributed to goodwill within the automotive segment, and $19 million was attributed to net assets assumed. Goodwill is not deductible for U.S. income tax purposes. The identifiable intangible assets were related to purchased technology, with estimated useful lives of one to nine years. Standalone and pro forma results of operations have not been presented because they were not material to the consolidated financial statements, either individually or in aggregate. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 4 – Goodwill and Intangible Assets Goodwill increased $118 million from $68 million as of December 31, 2018 to $186 million as of September 30, 2019 primarily due to completed business combinations during the nine months ended September 30, 2019 (see Note 3, Business Combinations Information regarding our intangible assets including assets recognized from our acquisitions was as follows (in millions): September 30, 2019 December 31, 2018 Gross Amount Accumulated Amortization Other Net Carrying Amount Gross Carrying Amount Accumulated Amortization Other Net Carrying Amount Finite-lived intangible assets: Developed technology $ 291 $ (62 ) $ 0 $ 229 $ 152 $ (40 ) $ 1 $ 113 Trade names 3 (1 ) 0 2 45 (44 ) 0 1 Favorable contracts and leases, net 113 (22 ) — 91 113 (17 ) — 96 Other 38 (14 ) 0 24 36 (12 ) 1 25 Total finite-lived intangible assets 445 (99 ) — 346 346 (113 ) 2 235 Indefinite-lived intangible assets: Gigafactory 1 water rights 5 — — 5 — — — — In-process research and development (“IPR&D”) 60 — (60 ) — 60 — (13 ) 47 Total indefinite-lived intangible assets 65 — (60 ) 5 60 — (13 ) 47 Total intangible assets $ 510 $ (99 ) $ (60 ) $ 351 $ 406 $ (113 ) $ (11 ) $ 282 In April 2019, the Company determined to abandon further development efforts on the IPR&D and therefore impaired the remaining $47 million in the quarter ended June 30, 2019, in restructuring and other expenses. Total future amortization expense for intangible assets was estimated as follows (in millions): Three months ending December 31, 2019 $ 13 2020 50 2021 49 2022 48 2023 42 Thereafter 144 Total $ 346 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 5 – Fair Value of Financial Instruments ASC 820 , Fair Value Measurements . The three-tiered fair value hierarchy, which prioritizes which inputs should be used in measuring fair value, is comprised of: (Level I) observable inputs such as quoted prices in active markets; (Level II) inputs other than quoted prices in active markets that are observable either directly or indirectly and (Level III) unobservable inputs for which there is little or no market data. The fair value hierarchy requires the use of observable market data when available in determining fair value. Our assets and liabilities that were measured at fair value on a recurring basis were as follows (in millions): September 30, 2019 December 31, 2018 Fair Value Level I Level II Level III Fair Value Level I Level II Level III Money market funds (cash and cash equivalents & restricted cash) $ 1,413 $ 1,413 $ — $ — $ 1,813 $ 1,813 $ — $ — Interest rate swap asset 1 — 1 — 12 — 12 — Interest rate swap liability (41 ) — (41 ) — (1 ) — (1 ) — Total $ 1,373 $ 1,413 $ (40 ) $ — $ 1,824 $ 1,813 $ 11 $ — All of our money market funds were classified within Level I of the fair value hierarchy because they were valued using quoted prices in active markets. Our interest rate swaps were classified within Level II of the fair value hierarchy because they were valued using alternative pricing sources or models that utilized market observable inputs, including current and forward interest rates. During the nine months ended September 30, 2019 , there were no transfers between the levels of the fair value hierarchy. Interest Rate Swaps We enter into fixed-for-floating interest rate swap agreements to swap variable interest payments on certain debt for fixed interest payments, as required by certain of our lenders. We do not designate our interest rate swaps as hedging instruments. Accordingly, our interest rate swaps are recorded at fair value on the consolidated balance sheets within other assets or other long-term liabilities, with any changes in their fair values recognized as other income (expense), net, in the consolidated statements of operations and with any cash flows recognized as investing activities in the consolidated statements of cash flows. Our interest rate swaps outstanding were as follows (in millions): September 30, 2019 December 31, 2018 Aggregate Notional Amount Gross Asset at Fair Value Gross Liability at Fair Value Aggregate Notional Amount Gross Asset at Fair Value Gross Liability at Fair Value Interest rate swaps $ 987 $ 1 $ 41 $ 800 $ 12 $ 1 Our interest rate swaps activity was as follows (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Gross gains $ — $ 5 $ — $ 18 Gross losses $ 13 $ — $ 51 $ 1 Disclosure of Fair Values Our financial instruments that are not re-measured at fair value include accounts receivable, MyPower customer notes receivable, rebates receivable, accounts payable, accrued liabilities, customer deposits, participation interest and debt. The carrying values of these financial instruments other than the participation interest, the convertible senior notes, the 5.30% We estimate the fair value of the convertible senior notes and the 5.30% Senior Notes due in 2025 using commonly accepted valuation methodologies and market-based risk measurements that are indirectly observable, such as credit risk (Level II). In addition, we estimate the fair values of the participation interest, the solar asset-backed notes, the solar loan-backed notes and the automotive asset-backed notes based on rates currently offered for instruments with similar maturities and terms (Level III). The following table presents the estimated fair values and the carrying values (in millions): September 30, 2019 December 31, 2018 Carrying Fair Value Carrying Fair Value Convertible senior notes $ 4,207 $ 4,867 $ 3,661 $ 4,347 Senior notes $ 1,781 $ 1,620 $ 1,779 $ 1,575 Participation interest $ 20 $ 20 $ 19 $ 18 Solar asset-backed notes $ 1,159 $ 1,205 $ 1,183 $ 1,207 Solar loan-backed notes $ 175 $ 189 $ 203 $ 212 Automotive asset-backed notes $ 829 $ 835 $ 1,172 $ 1,180 |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | Note 6 – Inventory Our inventory consisted of the following (in millions): September 30, December 31, 2019 2018 Raw materials $ 1,284 $ 932 Work in process 335 297 Finished goods 1,583 1,581 Service parts 379 303 Total $ 3,581 $ 3,113 Finished goods inventory included vehicles in transit to fulfill customer orders, new vehicles available for immediate sale at our retail and service center locations, used vehicles and energy storage products. For solar energy systems, we commence transferring component parts from inventory to construction in progress, a component of solar energy systems, once a lease contract with a customer has been executed and installation has been initiated. Additional costs incurred on the leased systems, including labor and overhead, are recorded within construction in progress. We write-down inventory for any excess or obsolete inventories or when we believe that the net realizable value of inventories is less than the carrying value. During the three and nine months ended September 30, 2019, we recorded write-downs of $24 million and $113 million, respectively, in cost of revenues. During the three and nine months ended September 30, 2018, we recorded write-downs of $12 million and $54 million, respectively, in cost of revenues. |
Solar Energy Systems, Net
Solar Energy Systems, Net | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Solar Energy Systems, Net | Note 7 – Solar Energy Systems, Net Solar energy systems, net, consisted of the following (in millions): September 30, December 31, 2019 2018 Solar energy systems in service $ 6,649 $ 6,431 Initial direct costs related to customer solar energy system lease acquisition costs 102 99 6,751 6,530 Less: accumulated depreciation and amortization (666 ) (496 ) 6,085 6,034 Solar energy systems under construction 23 68 Solar energy systems pending interconnection 60 169 Solar energy systems, net (1) $ 6,168 $ 6,271 (1) As of September 30, 2019 and December 31, 2018, solar energy systems, net, included $36 million of finance leased assets with accumulated depreciation and amortization of $5 million and $4 million, respectively. |
Property, Plant, and Equipment
Property, Plant, and Equipment | 9 Months Ended |
Sep. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | Note 8 – Property, Plant and Equipment Our property, plant and equipment, net, consisted of the following (in millions): September 30, December 31, 2019 2018 Machinery, equipment, vehicles and office furniture $ 7,007 $ 6,329 Tooling 1,477 1,398 Leasehold improvements 1,029 961 Land and buildings 2,956 4,047 Computer equipment, hardware and software 549 487 Construction in progress 700 807 13,718 14,029 Less: Accumulated depreciation (3,528 ) (2,699 ) Total $ 10,190 $ 11,330 As of December 31, 2018, the table above included $1.69 billion of gross build-to-suit lease assets. As a result of the adoption of the new lease standard on January 1, 2019, we have de-recognized all build-to-suit lease assets and have reassessed these leases to be operating lease right-of-use assets within the consolidated balance sheet as of September 30, 2019 (see Note 2, Summary of Significant Accounting Policies Construction in progress is primarily comprised of tooling and equipment related to the manufacturing of our products and Gigafactory Shanghai construction. Completed assets are transferred to their respective asset classes, and depreciation begins when an asset is ready for its intended use. Interest on outstanding debt is capitalized during periods of significant capital asset construction and amortized over the useful lives of the related assets. During the three and nine months ended September 30, 2019, we capitalized $6 million and $21 million, respectively, of interest. During the three and nine months ended September 30, 2018, we capitalized $12 million and $47 million, respectively, of interest. Depreciation expense during the three and nine months ended September 30, 2019 was $353 million and $987 million, respectively. Depreciation expense during the three and nine months ended September 30, 2018 was $300 million and $797 million, respectively. Panasonic has partnered with us on Gigafactory 1 with investments in the production equipment that it uses to manufacture and supply us with battery cells. Under our arrangement with Panasonic, we plan to purchase the full output from their production equipment at negotiated prices. As these terms convey a finance lease, as defined in ASC 842, Leases September 30, 2019 We had cumulatively capitalized total costs for Gigafactory 1, including costs under our Panasonic arrangement, of $5.15 billion and $4.62 billion as of September 30, 2019 and December 31, 2018, respectively. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 9 Months Ended |
Sep. 30, 2019 | |
Other Liabilities [Abstract] | |
Other Long-term Liabilities | Note 9 – Other Long-Term Liabilities Other long-term liabilities consisted of the following (in millions): September 30, December 31, 2019 2018 Accrued warranty reserve $ 692 $ 547 Build-to-suit lease liability — 1,662 Operating lease right-of-use liabilities 1,028 — Deferred rent expense — 59 Financing obligation 42 50 Sales return reserve 547 84 Other noncurrent liabilities 367 308 Total other long-term liabilities $ 2,676 $ 2,710 As of December 31, 2018, the table above included $1.66 billion of gross non-current build-to-suit lease liabilities. As a result of the adoption of the new lease standard on January 1, 2019, we have de-recognized all build-to-suit lease liabilities and have reassessed these leases to be operating lease right-of-use liabilities as of September 30, 2019. Due to price adjustments we made to our vehicle offerings during the nine months ended , we increased our sales return reserve significantly on vehicles previously sold under our buyback options program. Summary of Significant Accounting Policies |
Customer Deposits
Customer Deposits | 9 Months Ended |
Sep. 30, 2019 | |
Customer Deposits Disclosure [Abstract] | |
Customer Deposits | Note 10 – Customer Deposits Customer deposits primarily consisted of cash payments from customers at the time they place an order or reservation for a vehicle or an energy product and any additional payments up to the point of delivery or the completion of installation, including the fair values of any customer trade-in vehicles that are applicable toward a new vehicle purchase. Customer deposits also include prepayments on contracts that can be cancelled without significant penalties, such as vehicle maintenance plans. Customer deposit amounts and timing vary depending on the vehicle model, the energy product and the country of delivery. In the case of a vehicle, customer deposits are fully refundable up to the point the vehicle is placed into the production cycle. In the case of an energy generation or storage product, customer deposits are fully refundable prior to the entry into a purchase agreement or in certain cases for a limited time thereafter (in accordance with applicable laws). Customer deposits are included in current liabilities until refunded or until they are applied towards the customer’s purchase balance. As of September 30, 2019 and December 31, 2018, we held $665 million and $793 million, respectively, in customer deposits. |
Long-Term Debt Obligations
Long-Term Debt Obligations | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt Obligations | Note 11 – Long-Term Debt Obligations The following is a summary of our debt as of September 30, 2019 (in millions): Unpaid Unused Principal Net Carrying Value Committed Contractual Contractual Balance Current Long-Term Amount (1) Interest Rates Maturity Date Recourse debt: 1.25% Convertible Senior Notes due in 2021 ("2021 Notes") 1,380 — 1,289 — 1.25 % March 2021 2.375% Convertible Senior Notes due in 2022 ("2022 Notes") 978 — 894 — 2.375 % March 2022 2.00% Convertible Senior Notes due in 2024 ("2024 Notes") 1,840 — 1,361 — 2.00 % May 2024 5.30% Senior Notes due in 2025 ("2025 Notes") 1,800 — 1,781 — 5.30 % August 2025 Credit Agreement 1,827 149 1,678 413 3.0% -5.0% June 2020-July 2023 1.625% Convertible Senior Notes due in 2019 566 567 — — 1.625 % November 2019 Zero-Coupon Convertible Senior Notes due in 2020 103 — 96 — 0.0 % December 2020 Solar Bonds and other Loans 70 15 52 — 3.6%-5.8% March 2020-January 2031 Total recourse debt 8,564 731 7,151 413 Non-recourse debt: Warehouse Agreements 586 79 507 514 3.5%-3.7% September 2021 Canada Credit Facility 47 25 22 — 4.1%-5.9% November 2022 Term Loan due in 2019 159 159 — — 6.3 % December 2019 Term Loan due in 2021 164 8 155 — 5.8 % January 2021 Solar Revolving Credit Facility 50 — 50 — 6.0 % June 2022 China Loan Agreements 219 219 — 924 3.9 % March 2020-September 2020 Cash equity debt 460 9 437 — 5.3%-5.8% July 2033-January 2035 Solar asset-backed notes 1,187 34 1,125 — 4.0%-7.7% September 2024-February 2048 Solar loan-backed notes 182 11 164 — 4.8%-7.5% September 2048-September 2049 Automotive asset-backed notes 832 345 484 — 2.3%-7.9% December 2019-June 2022 Solar Renewable Energy Credit and other Loans 25 23 1 9 5.1%-7.9% December 2019-July 2021 Total non-recourse debt 3,911 912 2,945 1,447 Total debt $ 12,475 $ 1,643 $ 10,096 $ 1,860 The following is a summary of our debt as of December 31, 2018 (in millions): Unpaid Unused Principal Net Carrying Value Committed Contractual Contractual Balance Current Long-Term Amount (1) Interest Rates Maturity Date Recourse debt: 0.25% Convertible Senior Notes due in 2019 ("2019 Notes") 920 913 — — 0.25 % March 2019 2021 Notes 1,380 — 1,244 — 1.25 % March 2021 2022 Notes 978 — 871 — 2.375 % March 2022 2025 Notes 1,800 — 1,779 — 5.30 % August 2025 Credit Agreement 1,540 — 1,540 231 1% plus LIBOR June 2020 1.625% Convertible Senior Notes due in 2019 566 541 — — 1.625 % November 2019 Zero-Coupon Convertible Senior Notes due in 2020 103 — 92 — 0.0 % December 2020 Vehicle, Solar Bonds and other Loans 101 1 100 — 1.8%-7.6% January 2019-January 2031 Total recourse debt 7,388 1,455 5,626 231 Non-recourse debt: Warehouse Agreements 92 14 78 1,008 3.9%-4.2% September 2020 Canada Credit Facility 73 32 41 — 3.6%-5.9% November 2022 Term Loan due in 2019 181 181 — — 6.1 % January 2019 Term Loan due in 2021 169 7 162 — 6.0 % January 2021 Cash equity debt 467 11 442 — 5.3%-5.8% July 2033-January 2035 Solar asset-backed notes 1,214 28 1,155 — 4.0%-7.7% September 2024-February 2048 Solar loan-backed notes 210 10 193 — 4.8%-7.5% September 2048-September 2049 Automotive asset-backed notes 1,178 468 704 — 2.3%-7.9% December 2019-June 2022 Solar Renewable Energy Credit and other Loans 27 16 10 18 5.1%-7.9% December 2019-July 2021 Total non-recourse debt 3,611 767 2,785 1,026 Total debt $ 10,999 $ 2,222 $ 8,411 $ 1,257 (1) Unused committed amounts under some of our credit facilities and financing funds are subject to satisfying specified conditions prior to draw-down (such as pledging to our lenders sufficient amounts of qualified receivables, inventories, leased vehicles and our interests in those leases, solar energy systems and the associated customer contracts, our interests in financing funds or various other assets). Upon draw-down of any unused committed amounts, there are no restrictions on use of available funds for general corporate purposes. Recourse debt refers to debt that is recourse to our general assets. Non-recourse debt refers to debt that is recourse to only specified assets of our subsidiaries. The differences between the unpaid principal balances and the net carrying values are due to convertible senior note conversion features, debt discounts or deferred financing costs. As of September 30, 2019 , we were in material compliance with all financial debt covenants, which include minimum liquidity and expense-coverage balances and ratios. 2019 Notes During the first quarter of 2019 , we repaid the $920 million in aggregate principal amount of the 2019 Notes. 2024 Notes, Bond Hedges and Warrant Transactions In May 2019, we issued $1.84 billion in aggregate principal amount of 2.00% Convertible Senior Notes due in May 2024 Each $1,000 of principal of the 2024 Notes is initially convertible into 3.2276 shares of our common stock, which is equivalent to an initial conversion price of $309.83 per share, subject to adjustment upon the occurrence of specified events. Holders of the 2024 Notes may convert, at their option, on or after February 15, 2024. Further, holders of the 2024 Notes may convert, at their option, prior to February 15, 2024 only under the following circumstances: (1) during any calendar quarter commencing after September 30, 2019 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each trading day; (2) during the five-business day period after any five-consecutive trading day period in which the trading price per $1,000 principal amount of the 2024 Notes for each trading day of such period is less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day, or (3) if specified corporate events occur. Upon conversion, the 2024 Notes will be settled in cash, shares of our common stock or a combination thereof, at our election. If a fundamental change occurs prior to the maturity date, holders of the 2024 Notes may require us to repurchase all or a portion of their 2024 Notes for cash at a repurchase price equal to 100% of the principal amount plus any accrued and unpaid interest. In addition, if specific corporate events occur prior to the maturity date, we would increase the conversion rate for a holder who elects to convert its 2024 Notes in connection with such an event in certain circumstances. As of September 30, 2019, none of the conditions permitting the holders of the 2024 Notes to early convert had been met. Therefore, the 2024 Notes are classified as long-term. In accordance with GAAP relating to embedded conversion features, we initially valued and bifurcated the conversion feature associated with the 2024 Notes. We recorded to stockholders’ equity $491 million for the conversion feature. The resulting debt discount is being amortized to interest expense at an effective interest rate of 8.68%. In connection with the offering of the 2024 Notes, we entered into convertible note hedge transactions whereby we have the option to purchase initially (subject to adjustment for certain specified events) 6 million shares of our common stock at a price of $309.83 per share. The cost of the convertible note hedge transactions was $476 million. In addition, we sold warrants whereby the holders of the warrants have the option to purchase initially (subject to adjustment for certain specified events) 6 million shares of our common stock at a price of $607.50 per share. We received $174 million in cash proceeds from the sale of these warrants. Taken together, the purchase of the convertible note hedges and the sale of the warrants are intended to reduce potential dilution from the conversion of the 2024 Notes and to effectively increase the overall conversion price from $309.83 to $607.50 per share. As these transactions meet certain accounting criteria, the convertible note hedges and warrants are recorded in stockholders’ equity and are not accounted for as derivatives. The net cost incurred in connection with the convertible note hedge and warrant transactions was recorded as a reduction to additional paid-in capital on the consolidated balance sheet. Credit Agreement In March 2019, we amended and restated the senior asset-based revolving credit agreement (the “Credit Agreement”) to increase the total lender commitments by $500 million to $2.425 billion, and extend the term of substantially all of the total commitments to July 2023. Warehouse Agreements In August 2019, our subsidiaries amended the vehicle lease-backed loan and security agreements (the “Warehouse Agreements”) to extend the availability period from August 16, 2019 to August 14, 2020 and extend the maturity date from September 2020 to September 2021. China Loan Agreements In March 2019, one of our subsidiaries entered into a loan agreement with a syndicate of lenders in China for an unsecured facility of up to RMB 3.50 billion (or the equivalent amount drawn in U.S. dollars), to be used for expenditures related to the construction of and production at our Gigafactory Shanghai. Borrowed funds bear interest at an annual rate of: (i) for RMB-denominated loans, 90% of the one-year rate published by the People’s Bank of China, and (ii) for U.S. dollar-denominated loans, the sum of one-year LIBOR plus 1.0%. In September 2019, one of our subsidiaries entered into a loan agreement with a lender in China for an unsecured 12-month revolving facility of up to RMB 5.00 billion (or the equivalent drawn in U.S. dollars), to finance vehicles in-transit to China Solar Revolving Credit Facility In June 2019, one of our subsidiaries entered into a loan agreement with a bank for a revolving credit facility of up to $50 million. The solar revolving credit facility bears interest at an annual rate of 2.50% plus: (i) for LIBOR loans, at our option, three-month LIBOR or daily LIBOR and (ii) for Base Rate loans, the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Prime Rate, and (c) the three-month LIBOR plus 1.00%.The solar revolving credit facility is secured by certain assets of the subsidiary and was non-recourse to our other assets. Term Loan due in 2019 In April 2019, we extended the maturity date of the Term Loan due in 2019 to June 2019. In June 2019, we further extended the maturity date of the Term Loan due in 2019 to December 2019. Interest Incurred The following table presents the interest expense related to the contractual interest coupon, the amortization of debt issuance costs and the amortization of debt discounts on our convertible senior notes with cash conversion features, which include the 2018 Notes, the 2019 Notes, the 2021 Notes, the 2022 Notes and the 2024 Notes (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Contractual interest coupon $ 19 $ 11 $ 45 $ 32 Amortization of debt issuance costs 2 2 5 5 Amortization of debt discounts 43 31 104 92 Total $ 64 $ 44 $ 154 $ 129 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | Note 12 – Leases We have entered into various non-cancellable operating and finance lease agreements for certain of our offices, manufacturing and warehouse facilities, retail and service locations, equipment, vehicles, and solar energy systems, worldwide. We determine if an arrangement is a lease, or contains a lease, at inception and record the leases in our financial statements upon lease commencement, which is the date when the underlying asset is made available for use by the lessor. Our leases, where we are the lessee, often include options to extend the lease term for up to 10 years Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. Certain operating leases provide for annual increases to lease payments based on an index or rate. We calculate the present value of future lease payments based on the index or rate at the lease commencement date for new leases commencing after January 1, 2019. For historical leases, we used the index or rate as of the adoption date. Differences between the calculated lease payment and actual payment are expensed as incurred. Lease expense for finance lease payments is recognized as amortization expense of the finance lease ROU asset and interest expense on the finance lease liability over the lease term. The balances for the operating and finance leases where we are the lessee are presented as follows (in millions) within our consolidated balance sheet: September 30, 2019 Operating leases: Operating lease right-of-use assets $ 1,234 Accrued liabilities and other $ 223 Other long-term liabilities 1,028 Total operating lease liabilities $ 1,251 Finance leases: Solar energy systems, net $ 31 Property, plant and equipment, net 1,570 Total finance lease assets $ 1,601 Current portion of long-term debt and finance leases $ 387 Long-term debt and finance leases, net of current portion 1,217 Total finance lease liabilities $ 1,604 The components of lease expense are as follows (in millions) within our consolidated statements of operations: Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Operating lease expense: Operating lease expense (1) $ 110 $ 317 Finance lease expense: Amortization of leased assets $ 78 $ 210 Interest on lease liabilities 27 78 Total finance lease expense $ 105 $ 288 Total lease expense $ 215 $ 605 (1) Includes short-term leases and variable lease costs, which are immaterial. Other information related to leases where we are the lessee is as follows: September 30, 2019 Weighted-average remaining lease term: Operating leases 6.6 years Finance leases 4.2 years Weighted-average discount rate: Operating leases 6.5 % Finance leases 6.6 % Supplemental cash flow information related to leases where we are the lessee is as follows (in millions) : Nine Months Ended September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 262 Operating cash outflows from finance leases (interest payments) $ 76 Financing cash outflows from finance leases $ 223 Leased assets obtained in exchange for finance lease liabilities $ 497 Leased assets obtained in exchange for operating lease liabilities $ 172 As of September 30, 2019 (in millions): Operating Finance Leases Leases Three months ending December 31, 2019 $ 76 $ 122 2020 289 474 2021 256 456 2022 206 576 2023 174 141 Thereafter 562 18 Total minimum lease payments 1,563 1,787 Less: Interest 312 183 Present value of lease obligations 1,251 1,604 Less: Current portion 223 387 Long-term portion of lease obligations $ 1,028 $ 1,217 As previously reported in our Annual Report on Form 10-K for the year ended December 31, 2018 and under legacy lease accounting (ASC 840), future minimum lease payments under non-cancellable leases as of December 31, 2018 are as follows (in millions): Operating Finance Leases Leases 2019 $ 276 $ 417 2020 257 503 2021 230 506 2022 183 24 2023 158 5 Thereafter 524 6 Total minimum lease payments $ 1,628 1,461 Less: Interest 122 Present value of lease obligations 1,339 Less: Current portion 346 Long-term portion of lease obligations $ 993 Non-cancellable Operating Lease Receivables Under the new lease standard, we are the lessor of certain vehicle arrangements as described in Note 2, Summary of Significant Accounting Policies As of September 30, 2019, maturities of our operating lease receivables from customers for each of the next five years and thereafter were as follows (in millions): Three months ending December 31, 2019 $ 155 2020 568 2021 418 2022 251 2023 188 Thereafter 2,458 Total $ 4,038 As previously reported in our Annual Report on Form 10-K for the year ended December 31, 2018 and under legacy lease accounting (ASC 840), future minimum lease payments to be received from customers under non-cancellable leases as of December 31, 2018 are as follows (in millions): 2019 $ 502 2020 418 2021 271 2022 187 2023 189 Thereafter 2,469 Total $ 4,036 The above tables do not include vehicle sales to customers or leasing partners with a resale value guarantee as the cash payments were received upfront. For our solar PPA arrangements, customers are charged solely based on actual power produced by the installed solar energy system at a predefined rate per kilowatt-hour of power produced. The future payments from such arrangements are not included in the above table as they are a function of the power generated by the related solar energy systems in the future. Following the adoption of the new lease standard, solar energy system sales and PPAs that commence after January 1, 2019, where we are the lessor and were previously accounted for as leases, will no longer meet the definition of a lease and are therefore not included in the table as of September 30, 2019 (refer to Note 2, Summary of Significant Accounting Policies |
Equity Incentive Plans
Equity Incentive Plans | 9 Months Ended |
Sep. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity Incentive Plans | Note 13 – Equity Incentive Plans In June 2019, we adopted the 2019 Equity Incentive Plan (the “2019 Plan”), and simultaneously terminated the 2010 Equity Incentive Plan (the “2010 Plan”). No new awards will be granted under the 2010 Plan following the adoption of the 2019 Plan, but s uch termination will not affect outstanding awards under the 2010 Plan. As of September 30, 2019, 11,859,707 shares were reserved and available for issuance under the 2019 Plan. 2018 CEO Performance Award In March 2018, our stockholders approved the Board of Directors’ grant of 20,264,042 stock option awards to our CEO (the “2018 CEO Performance Award”) at an exercise price of $350.02 per share. The 2018 CEO Performance Award consists of 12 vesting tranches with a vesting schedule based entirely on the attainment of both operational milestones (performance conditions) and market conditions, assuming continued employment either as the CEO or as both Executive Chairman and Chief Product Officer and service through each vesting date. Each of the 12 vesting tranches of the 2018 CEO Performance Award will vest upon certification by the Board of Directors that both (i) the market capitalization milestone for such tranche, which begins at $ illion for the first tranche and increases by increments of billion thereafter, and (ii) any one of the following operational milestones focused on revenue or operational milestones focused on Adjusted EBITDA have been met for the previous four consecutive fiscal quarters on an annualized basis. Total Annualized Revenue (in billions) Annualized Adjusted EBITDA (in billions) $20.0 $1.5 $35.0 $3.0 $55.0 $4.5 $75.0 $6.0 $100.0 $8.0 $125.0 $10.0 $150.0 $12.0 $ 175.0 $14.0 As of September 30, 2019, two operational milestones have been achieved: (i) $20.0 billion total annualized revenue and (ii) $1.5 billion annualized adjusted EBITDA, each subject to the formal certification by our Board of Directors, while no market capitalization milestones have been achieved. Consequently, no shares subject to the 2018 CEO Performance Award have vested as of the date of this filing. As of September 30, 2019, the following operational milestone was considered probable of achievement: • Adjusted EBITDA of $3.0 billion Stock-based compensation expense associated with the 2018 CEO Performance Award is recognized ratably over the longer of the expected achievement period for each pair of market capitalization or operational milestones, beginning at the point in time, which may or may not be the grant date, when the relevant operational milestone is considered probable of being met. In addition, if an operational milestone that was not considered probable at the grant date later becomes probable, we will record at such time cumulative catch-up expense for the service provided between the grant date and such time, which may be material depending on the length of such period. The market capitalization milestone period and the valuation of each tranche are determined using a Monte Carlo simulation and is used as the basis for determining the expected achievement period. The probability of meeting an operational milestone is based on a subjective assessment of our future financial projections. Even though no tranches of the 2018 CEO Performance Award vest unless a market capitalization and a matching operational milestone are both achieved, stock-based compensation expense is recognized only when an operational milestone is considered probable of achievement regardless of how much additional market capitalization must be achieved in order for a tranche to vest. At our current market capitalization, even the first tranche of the 2018 CEO Performance Award will not vest unless our market capitalization were to more than double from the current level and stay at that increased level for a sustained period of time. Additionally, stock-based compensation represents a non-cash expense and is recorded as a selling, general, and administrative operating expense in our consolidated statements of operations. As of September 30, 2019, we had $431 million of total unrecognized stock-based compensation expense for the operational milestones that were achieved but not vested or were considered probable of achievement, which will be recognized over a weighted-average period of 2.5 years. As of September 30, 2019, we had unrecognized stock-based compensation expense of $1.51 billion for the operational milestones that were considered not probable of achievement. For the three and nine months ended September 30, 2019, we recorded stock-based compensation expense of $56 million and $167 million, respectively, related to the 2018 CEO Performance Award. For the three months ended September 30, 2018, we recorded stock-based compensation expense of $56 million related to this award. From March 2014 Performance-Based Stock Option Awards In 2014, to create incentives for continued long-term success beyond the Model S program and to closely align executive pay with our stockholders’ interests in the achievement of significant milestones by us, the Compensation Committee of our Board of Directors granted stock option awards to certain employees (excluding our CEO) to purchase an aggregate of 1,073,000 shares of our common stock. Each award consisted of the following four vesting tranches with the vesting schedule based entirely on the attainment of the future performance milestones, assuming continued employment and service through each vesting date: • 1/4th • 1/4th • 1/4th • 1/4th As of September 30, 2019, the following performance milestones had been achieved: • Completion of the first Model X production vehicle; • Completion of the first Model 3 production vehicle; and • Aggregate production of 100,000 vehicles in a trailing 12-month period. We begin recognizing stock-based compensation expense as each performance milestone becomes probable of achievement. As of September 30, 2019, we had unrecognized stock-based compensation expense of $5 million for the performance milestone that was considered not probable of achievement. For the three and nine months ended September 30, 2019, and for the same periods in 2018, we did not record any additional stock-based compensation related to these awards. 2012 CEO Performance Award In August 2012, our Board of Directors granted 5,274,901 stock option awards to our CEO (the “2012 CEO Performance Award”). The 2012 CEO Performance Award consists of 10 vesting tranches with a vesting schedule based entirely on the attainment of both performance conditions and market conditions, assuming continued employment and service through each vesting date. Each vesting tranche requires a combination of a pre-determined performance milestone and an incremental increase in our market capitalization of $4.00 billion, as compared to our initial market capitalization of $3.20 billion at the time of grant. As of September 30, 2019, the market capitalization conditions for all of the vesting tranches and the following performance milestones had been achieved: • Successful completion of the Model X alpha prototype; • Successful completion of the Model X beta prototype; • Completion of the first Model X production vehicle; • Aggregate production of 100,000 vehicles; • Successful completion of the Model 3 alpha prototype; • Successful completion of the Model 3 beta prototype; • Completion of the first Model 3 production vehicle; • Aggregate production of 200,000 vehicles; and • Aggregate production of 300,000 vehicles. We begin recognizing stock Our CEO his Summary Stock-Based Compensation Information The following table summarizes our stock-based compensation expense by line item in the consolidated statements of operations (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Cost of revenues $ 29 $ 30 $ 91 $ 76 Research and development 72 66 216 193 Selling, general and administrative 98 109 307 271 Restructuring and other — — 3 4 Total $ 199 $ 205 $ 617 $ 544 We realized no income tax benefit from stock option exercises in each of the periods presented due to cumulative losses and valuation allowances. As of September 30, 2019, we had $1.55 billion of total unrecognized stock-based compensation expense related to non-performance awards, which will be recognized over a weighted-average period of 2.9 years. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 14 – Commitments and Contingencies Operating Lease Arrangement in Buffalo, New York We have an operating lease through the Research Foundation for the State University of New York (the “SUNY Foundation”) for a manufacturing facility constructed on behalf of the SUNY Foundation and which was substantially completed in April 2018. We use this facility, referred to as Gigafactory 2, primarily for the development and production of our Solar Roof and other solar products and components, energy storage components, and Supercharger components, and for other lessor-approved functions. Under the lease and a related research and development agreement, there continues to be, on behalf of the SUNY Foundation, installation of certain utilities and other improvements and acquisition of certain manufacturing equipment designated by us to be used in the manufacturing facility. Following the adoption of ASC 842, we no longer recognize the build-to-suit asset and related depreciation expense or the corresponding financing liability and related amortization for Gigafactory 2 in our consolidated financial statements. Operating Lease Arrangement in Shanghai, China We have an operating lease arrangement for an initial term of 50 years with the local government of Shanghai for land use rights where we are constructing Gigafactory Shanghai. Under the terms of the arrangement, we are required to spend RMB 14.08 billion in capital expenditures, and to generate RMB 2.23 billion of annual tax revenues starting at the end of 2023. If we are unwilling or unable to meet such target or obtain periodic project approvals, in accordance with the Chinese government’s standard terms for such arrangements, we would be required to revert the site to the local government and receive compensation for the remaining value of the land lease, buildings and fixtures. We believe the capital expenditure requirement and the tax revenue target will be attainable even if our actual vehicle production was far lower than the volumes we are forecasting. Legal Proceedings Securities Litigation Relating to the SolarCity Acquisition Between September 1, 2016 and October 5, 2016, seven lawsuits were filed in the Delaware Court of Chancery by purported stockholders of Tesla challenging our acquisition of SolarCity. Following consolidation, the lawsuit names as defendants the members of Tesla’s board of directors as then constituted and alleges, among other things, that board members breached their fiduciary duties in connection with the acquisition. The complaint asserts both derivative claims and direct claims on behalf of a purported class and seeks, among other relief, unspecified monetary damages, attorneys’ fees, and costs. On January 27, 2017, defendants filed a motion to dismiss the operative complaint. Rather than respond to the defendants’ motion, the plaintiffs filed an amended complaint. On March 17, 2017, defendants filed a motion to dismiss the amended complaint. On December 13, 2017, the Court heard oral argument on the motion. On March 28, 2018, the Court denied defendants’ motion to dismiss. Defendants filed a request for interlocutory appeal, but the Delaware Supreme Court denied that request without ruling on the merits but electing not to hear an appeal at this early stage of the case. Defendants filed their answer on May 18, 2018. Mediations were held on June 10 and October 3, 2019, following which the matter did not settle. Fact discovery is complete, and the parties are proceeding with expert discovery. The case is set for trial in March 2020. These plaintiffs and others filed parallel actions in the U.S. District Court for the District of Delaware on or about April We believe that claims challenging the SolarCity acquisition are without merit and intend to defend against them vigorously. We are unable to estimate the possible loss or range of loss, if any, associated with these claims. Securities Litigation Relating to Production of Model 3 Vehicles On On October 26, 2018, in a similar action, a purported stockholder class action was filed in the Superior Court of California in Santa Clara County against Tesla, Elon Musk and seven initial purchasers in an offering of debt securities by Tesla in August 2017. The complaint alleges misrepresentations made by Tesla regarding the number of Model 3 vehicles Tesla expected to produce by the end of 2017 in connection with such offering and seeks unspecified compensatory damages and other relief on behalf of a purported class of purchasers of Tesla securities in such offering. Tesla thereafter removed the case to federal court. On January 22, 2019, plaintiff abandoned its effort to proceed in state court, instead filing an amended complaint against Tesla, Elon Musk and seven initial purchasers in the debt offering before the same judge in the U.S. District Court for the Northern District of California who is hearing the above-referenced earlier filed federal case. On February 5, 2019, the Court stayed this new case pending a ruling on the motion to dismiss the complaint in such earlier filed federal case. After such earlier filed federal case was dismissed, defendants filed a motion on July 2, 2019 to dismiss this case as well. This case is now stayed pending a ruling from the appellate court on such earlier filed federal case with an agreement that if defendants prevail on appeal in such case, this case will be dismissed. We believe that the claims are without merit and intend to defend against this lawsuit vigorously. We are unable to estimate the possible loss or range of loss, if any, associated with this lawsuit. Litigation Relating to 2018 CEO Performance Award On June 4, 2018, a purported Tesla stockholder filed a putative class and derivative action in the Delaware Court of Chancery against Elon Musk and the members of Tesla’s board of directors as then constituted, alleging corporate waste, unjust enrichment and that such board members breached their fiduciary duties by approving the stock-based compensation plan. The complaint seeks, among other things, monetary damages and rescission or reformation of the stock-based compensation plan. On August 31, 2018, defendants filed a motion to dismiss the complaint; plaintiff filed its opposition brief on November 1, 2018 and defendants filed a reply brief on December 13, 2018. The hearing on the motion to dismiss was held on May 9, 2019. On September 20, 2019, the Court granted the motion to dismiss as to the corporate waste claim but denied the motion as to the breach of fiduciary duty and unjust enrichment claims. Our answer is due December 3, 2019. We believe the claims asserted in this lawsuit are without merit and intend to defend against them vigorously. Securities Litigation Relating to Potential Going Private Transaction Between August 10, 2018 and September 6, 2018, nine purported stockholder class actions were filed against Tesla and Elon Musk in connection with Elon Musk’s August 7, 2018 Twitter post that he was considering taking Tesla private. All of the suits are now pending in the U.S. District Court for the Northern District of California. Although the complaints vary in certain respects, they each purport to assert claims for violations of federal securities laws related to Mr. Musk’s statement and seek unspecified compensatory damages and other relief on behalf of a purported class of purchasers of Tesla’s securities. Plaintiffs filed their consolidated complaint on January 16, 2019 and added as defendants the members of Tesla’s board of directors. The now-consolidated purported stockholder class action was stayed while the issue of selection of lead counsel was briefed and argued before the U.S. Court of Appeals for the Ninth Circuit. The Ninth Circuit has now ruled regarding lead counsel, and we anticipate that our motion to dismiss will be due sometime in November 2019. We believe that the claims have no merit and intend to defend against them vigorously. We are unable to estimate the potential loss, or range of loss, associated with these claims. Between October 17, 2018 and November 9, 2018, five derivative lawsuits were filed in the Delaware Court of Chancery against Mr. Musk and the members of Tesla’s board of directors as then constituted in relation to statements made and actions connected to a potential going private transaction. In addition to these cases, on October 25, 2018, another derivative lawsuit was filed in the U.S. District Court for the District of Delaware against Mr. Musk and the members of the Tesla board of directors as then constituted. The Courts in both the Delaware federal court and Delaware Court of Chancery actions have consolidated their respective actions and stayed each consolidated action pending resolution of the above-referenced consolidated purported stockholder class action. We believe that the claims have no merit and intend to defend against them vigorously. We are unable to estimate the potential loss, or range of loss, associated with these claims. On March 7, 2019, various stockholders filed a derivative suit in the Delaware Court of Chancery, purportedly on behalf of the Company, naming Elon Musk and Tesla’s board of directors, also related to Mr. Musk’s August 7, 2018 Twitter post that is the basis of the above-referenced consolidated purported stockholder class action as well as Mr. Musk’s February 19, 2019 Twitter post regarding Tesla’s vehicle production. The suit asserts claims for breach of fiduciary duty and seeks declaratory and injunctive relief, unspecified damages, and other relief. Plaintiffs moved for expedited proceedings in connection with the declaratory and injunctive relief. Briefs were filed on March 13, 2019 and the hearing held on March 18, 2019. Defendants prevailed, with the Court denying plaintiffs’ request for an expedited trial and granting defendants’ request to stay this action pending the outcome of the above-referenced consolidated purported stockholder class action. Settlement with SEC related to Potential Going Private Transaction On October 16, 2018, the U.S. District Court for the Southern District of New York entered a final judgment approving the terms of a settlement filed with the Court on September 29, 2018, in connection with the actions taken by the U.S. Securities and Exchange Commission (the “SEC”) relating to Elon Musk’s prior statement that he was considering taking Tesla private. Without admitting or denying any of the SEC’s allegations, and with no restriction on Mr. Musk’s ability to serve as an officer or director on the Board (other than as its Chair), among other things, we and Mr. Musk paid civil penalties of $20 million each and agreed that an independent director will serve as Chair of the Board for at least three years, and we appointed such an independent Chair of the Board and two additional independent directors to the Board, and further enhanced our disclosure controls and other corporate governance-related matters. On April 26, 2019, the settlement was amended to modify certain of the previously-agreed disclosure procedures to clarify the application of such procedures, which was subsequently approved by the Court. All other terms of the prior settlement were reaffirmed without modification. Certain Investigations and Other Matters We receive requests for information from regulators and governmental authorities, such as the National Highway Traffic Safety Administration, the National Transportation Safety Board, the SEC, the Department of Justice (“DOJ”) and various state, federal and international agencies. We routinely cooperate with such regulatory and governmental requests. In particular, the SEC has issued subpoenas to Tesla in connection with (a) Elon Musk’s prior statement that he was considering taking Tesla private and (b) certain projections that we made for Model 3 production rates during 2017 and other public statements relating to Model 3 production. The DOJ has also asked us to voluntarily provide it with information about each of these matters and is investigating. Aside from the settlement, as amended, with the SEC relating to Mr. Musk’s statement that he was considering taking Tesla private, there have not been any developments in these matters that we deem to be material, and to our knowledge no government agency in any ongoing investigation has concluded that any wrongdoing occurred. As is our normal practice, we have been cooperating and will continue to cooperate with government authorities. We cannot predict the outcome or impact of any ongoing matters. Should the government decide to pursue an enforcement action, there exists the possibility of a material adverse impact on our business, results of operation, prospects, cash flows, and financial position. We are also subject to various other legal proceedings and claims that arise from the normal course of business activities. If an unfavorable ruling or development were to occur, there exists the possibility of a material adverse impact on our business, results of operations, prospects, cash flows, financial position and brand. Indemnification and Guaranteed Returns We are contractually obligated to compensate certain fund investors for any losses that they may suffer in certain limited circumstances resulting from reductions in U.S. Treasury grants or investment tax credits (“ITC”s). Generally, such obligations would arise as a result of reductions to the value of the underlying solar energy systems as assessed by the U.S. Treasury Department for purposes of claiming U.S. Treasury grants or as assessed by the IRS for purposes of claiming ITCs or U.S. Treasury grants. For each balance sheet date, we assess and recognize, when applicable, a distribution payable for the potential exposure from this obligation based on all the information available at that time, including any guidelines issued by the U.S. Treasury Department on solar energy system valuations for purposes of claiming U.S. Treasury grants and any audits undertaken by the IRS. We believe that any payments to the fund investors in excess of the amounts already recognized by us for this obligation are not probable or material based on the facts known at the filing date. The maximum potential future payments that we could have to make under this obligation would depend on the difference between the fair values of the solar energy systems sold or transferred to the funds as determined by us and the values that the U.S. Treasury Department would determine as fair value for the systems for purposes of claiming U.S. Treasury grants or the values the IRS would determine as the fair value for the systems for purposes of claiming ITCs or U.S. Treasury grants. We claim U.S. Treasury grants based on guidelines provided by the U.S. Treasury department and the statutory regulations from the IRS. We use fair values determined with the assistance of independent third-party appraisals commissioned by us as the basis for determining the ITCs that are passed-through to and claimed by the fund investors. Since we cannot determine future revisions to U.S. Treasury Department guidelines governing solar energy system values or how the IRS will evaluate system values used in claiming ITCs or U.S. Treasury grants, we are unable to reliably estimate the maximum potential future payments that it could have to make under this obligation as of each balance sheet date. We are eligible to receive certain state and local incentives that are associated with renewable energy generation. The amount of incentives that can be claimed is based on the projected or actual solar energy system size and/or the amount of solar energy produced. We also currently participate in one state’s incentive program that is based on either the fair market value or the tax basis of solar energy systems placed in service. State and local incentives received are allocated between us and fund investors in accordance with the contractual provisions of each fund. We are not contractually obligated to indemnify any fund investor for any losses they may incur due to a shortfall in the amount of state or local incentives actually received. Our lease pass-through financing funds have a one-time lease payment reset mechanism that occurs after the installation of all solar energy systems in a fund. As a result of this mechanism, we may be required to refund master lease prepayments previously received from investors. Any refunds of master lease prepayments would reduce the lease pass-through financing obligation. Letters of Credit As of September 30, 2019, we had $216 million of unused letters of credit outstanding |
Variable Interest Entity Arrang
Variable Interest Entity Arrangements | 9 Months Ended |
Sep. 30, 2019 | |
Variable Interest Entity Disclosure [Abstract] | |
Variable Interest Entity Arrangements | Note 15 – Variable Interest Entity Arrangements We have entered into various arrangements with investors to facilitate the funding and monetization of our solar energy systems and vehicles. In particular, our wholly owned subsidiaries and fund investors have formed and contributed cash and assets into various financing funds and entered into related agreements. Consolidation As the primary beneficiary of these VIEs, we consolidate in the financial statements the financial position, results of operations and cash flows of these VIEs, and all intercompany balances and transactions between us and these VIEs are eliminated in the consolidated financial statements. Cash distributions of income and other receipts by a fund, net of agreed upon expenses, estimated expenses, tax benefits and detriments of income and loss and tax credits, are allocated to the fund investor and our subsidiary as specified in the agreements. Generally, our subsidiary has the option to acquire the fund investor’s interest in the fund for an amount based on the market value of the fund or the formula specified in the agreements. Upon the sale or liquidation of a fund, distributions would occur in the order and priority specified in the agreements. Pursuant to management services, maintenance and warranty arrangements, we have been contracted to provide services to the funds, such as operations and maintenance support, accounting, lease servicing and performance reporting. In some instances, we have guaranteed payments to the fund investors as specified in the agreements. A fund’s creditors have no recourse to our general credit or to that of other funds. None of the assets of the funds had been pledged as collateral for their obligations. The aggregate carrying values of the VIEs’ assets and liabilities, after elimination of any intercompany transactions and balances, in the consolidated balance sheets were as follows (in millions): September 30, December 31, 2019 2018 Assets Current assets Cash and cash equivalents $ 107 $ 75 Restricted cash 81 131 Accounts receivable, net 44 19 Prepaid expenses and other current assets 10 10 Total current assets 242 235 Operating lease vehicles, net 862 155 Solar energy systems, net 5,083 5,117 Restricted cash, net of current portion 71 65 Other assets 81 56 Total assets $ 6,339 $ 5,628 Liabilities Current liabilities Accrued liabilities and other 102 133 Deferred revenue 51 21 Customer deposits 8 — Current portion of long-term debt and finance leases 603 663 Total current liabilities 764 817 Deferred revenue, net of current portion 233 178 Long-term debt and finance leases, net of current portion 1,428 1,238 Other long-term liabilities 29 26 Total liabilities $ 2,454 $ 2,259 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 16 – Related Party Transactions Related party balances were comprised of the following (in millions): September 30, December 31, 2019 2018 Convertible senior notes due to related parties $ 3 $ 3 Our convertible senior notes are not re-measured at fair value (refer to Note 5, Fair Value of Financial Instruments In May 2019, our CEO purchased from us 102,880 shares of our common stock in a public offering at the public offering price for an aggregate $25 million. |
Segment Reporting and Informati
Segment Reporting and Information about Geographic Areas | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting and Information about Geographic Areas | Note 17 – Segment Reporting and Information about Geographic Areas We have two operating and reportable segments: (i) automotive and (ii) energy generation and storage. The automotive segment includes the design, development, manufacturing, sales, and leasing of electric vehicles as well as sales of automotive regulatory credits. Additionally, the automotive segment is also comprised of services and other, which includes non-warranty after-sales vehicle services, sales of used vehicles, retail merchandise, and sales by our acquired subsidiaries to third party customers. The energy generation and storage segment includes the design, manufacture, installation, sales, and leasing of solar energy generation and energy storage products. Our CODM does not evaluate operating segments using asset or liability information. The following table presents revenues and gross margins by reportable segment (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Automotive segment Revenues $ 5,901 $ 6,425 $ 16,099 $ 13,052 Gross profit $ 1,103 $ 1,455 $ 2,539 $ 2,452 Energy generation and storage segment Revenues $ 402 $ 399 $ 1,095 $ 1,183 Gross profit $ 88 $ 69 $ 139 $ 147 The following table presents revenues by geographic area based on the sales location of our products (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 United States $ 3,127 $ 5,133 $ 8,937 $ 9,249 China 669 409 2,138 1,445 Netherlands 427 274 788 627 Norway 253 224 1,049 611 Other 1,827 784 4,282 2,303 Total $ 6,303 $ 6,824 $ 17,194 $ 14,235 The revenues in certain geographic areas were impacted by the price adjustments we made to our vehicle offerings during the nine months ended September 30, 2019. Refer to Note 2, Summary of Significant Accounting Policies, The following table presents long-lived assets by geographic area (in millions): September 30, December 31, 2019 2018 United States $ 15,545 $ 16,741 International 813 860 Total $ 16,358 $ 17,601 |
Restructuring and Other
Restructuring and Other | 9 Months Ended |
Sep. 30, 2019 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Other | Note 18 – Restructuring and Other During the nine months ended September 30, 2019, we carried out certain restructuring actions in order to reduce costs and improve efficiency. As a result , we recognized $50 million of costs primarily related to employee termination expenses and losses from closing certain stores impacting both segments. , Goodwill and Intangible Assets The employee termination expenses were substantially paid by September 30, 2019, while the remaining amounts were non-cash. During the second quarter of 2018, we carried out certain restructuring actions in order to reduce costs and improve efficiency. As a result, in the three months ended June 30, 2018, we recognized $34 million of one-time employee termination expenses and estimated losses from sub-leasing a certain facility. Also included within restructuring and other activities was $56 million of expenses (materially all of which were non-cash) from restructuring the energy generation and storage segment, which were comprised of disposals of certain tangible assets, the shortening of the useful life of a trade name intangible asset and a contract termination penalty. In addition, we concluded that a portion of IPR&D is not commercially feasible. Consequently, we recognized an impairment loss of $13 million in the three months ended June 30, 2018. We recognized settlement and legal expenses of $26 million in the three months ended September 30, 2018 for the settlement with the SEC relating to a take-private proposal for Tesla. These expenses were substantially paid by the end of 2018. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Unaudited Interim Financial Statements | Unaudited Interim Financial Statements The consolidated balance sheet as of September 30, 2019, the consolidated statements of operations, the consolidated statements of comprehensive income (loss) and the consolidated statements of redeemable noncontrolling interests and equity for the three and nine months ended September 30, 2019 and 2018 and the consolidated statements of cash flows for the nine months ended September 30, 2019 and 2018, as well as other information disclosed in the accompanying notes, are unaudited. The consolidated balance sheet as of December 31, 2018 was derived from the audited consolidated financial statements as of that date. The interim consolidated financial statements and the accompanying notes should be read in conjunction with the annual consolidated financial statements and the accompanying notes contained in our Annual Report on Form 10-K for the year ended December 31, 2018. The interim consolidated financial statements and the accompanying notes have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented. The consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future years or interim periods. |
Revenue Recognition | Revenue Recognition Automotive Sales Revenue Automotive Sales with and without Resale Value Guarantee Automotive sales revenue includes revenues related to deliveries of new vehicles, and specific other features and services that meet the definition of a performance obligation include access to our Supercharger network, internet connectivity, Autopilot and Full Self-Driving (“FSD”) features and over-the-air software updates. Deferred revenue related to the access to our Supercharger network, internet connectivity, Autopilot and FSD features and over-the-air software updates on automotive sales with and without resale value guarantee amounted to $1.30 billion and $883 million as of September 30, 2019 and December 31, 2018, respectively. Deferred revenue is equivalent to the total transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied, as of the balance sheet date. Revenue recognized from the deferred revenue balance as of December 31, 2018 was $177 million for the nine months ended September 30, 2019. Of the total deferred revenue on automotive sales with and without resale value guarantees, we expect to recognize $662 million of revenue in the next 12 months. The remaining balance will be recognized over the various performance periods of the obligations, which is up to the eight-year life of the vehicle. At the time of revenue recognition, we reduce the transaction price and record a sales return reserve against revenue for estimated variable consideration related to future product returns. Such estimates are based on historical experience. On a quarterly basis, we assess the estimated market values of vehicles under our buyback options program to determine whether there will be changes to future product returns. As we accumulate more data related to the buyback values of our vehicles or as market conditions change, there may be material changes to their estimated values. Due to price adjustments we made to our vehicle offerings during the first half of 2019, we estimated that there is a greater likelihood that customers will exercise their buyback options that were provided prior to such adjustments. As a result, along with the estimated variable consideration related to normal future product returns for vehicles sold under the buyback options program, we adjusted our sales return reserve on vehicles previously sold under our buyback options program resulting in a reduction of automotive sales revenues of $555 Automotive Regulatory Credits We recognize revenue on the sale of regulatory credits at the time control of the regulatory credits is transferred to the purchasing party as automotive revenue in the consolidated statements of operations. Deferred revenue related to sales of automotive regulatory credits was $140 million and $0 as of September 30, 2019 Automotive Leasing Revenue Automotive leasing revenue includes revenue recognized under lease accounting guidance for our direct leasing programs as well as the two programs with resale value guarantees described below. Direct Vehicle Leasing Program We have outstanding leases under our direct vehicle leasing programs in the U.S., Canada and in certain countries in Europe. As of September 30, 2019, the direct vehicle leasing program is offered for new Model S, Model X vehicles in the U.S. and Canada and for new Model 3 vehicles in the U.S. Qualifying customers are permitted to lease a vehicle directly from Tesla for up to 48 months. At the end of the lease term, customers are required to return the vehicles to us or for Model S and Model X leases, may opt to purchase the vehicles for a pre-determined residual value. We account for these leasing transactions as operating leases. We record leasing revenues to automotive leasing revenue on a straight-line basis over the contractual term, and we record the depreciation of these vehicles to cost of automotive leasing revenue. We capitalize shipping costs and initial direct costs such as the incremental cost of referral fees and sales commissions from the origination of automotive lease agreements as an element of operating lease vehicles, net, and subsequently amortize these costs over the term of the related lease agreement. Our policy is to exclude taxes collected from a customer from the transaction price of automotive contracts. Total capitalized costs were immaterial as of September 30, 2019. Vehicle Sales to Leasing Partners with a Resale Value Guarantee and a Buyback Option We offer buyback options in connection with automotive sales with resale value guarantees with certain leasing partner sales in the United States. These transactions entail a transfer of leases, which we have originated with an end-customer, to our leasing partner. As control of the vehicles has not been transferred, these transactions were accounted for as interest bearing collateralized borrowings in accordance with ASC 840, Leases At the end of the lease term, we settle our liability in cash by either purchasing the vehicle from the leasing partner for the buyback option amount or paying a shortfall to the option amount the leasing partner may realize on the sale of the vehicle. Any remaining balances within deferred revenue and resale value guarantee will be settled to automotive leasing revenue. The end customers can extend the lease for a period of up to 6 months. . The maximum amount we could be required to pay under this program, should we decide to repurchase all vehicles, was $291 million and $480 million as of September 30, 2019 and , respectively, including $254 million within a 12-month period from September 30, 2019. As of September 30, 2019 and we had $328 and $558 million, respectively, of such borrowings recorded in resale value guarantees and $47 million and $93 million, respectively, recorded in deferred revenue liability. $89 million and $257 million, respectively, for the same periods in 2018 Vehicle S ales to Customers with a Resale Value Guarantee where Exercise is Probable For certain international programs where we have offered resale value guarantees to certain customers who purchased vehicles and where we expect the customer has a significant economic incentive to exercise the resale value guarantee provided to them, we continue to recognize these transactions as operating leases. The process to determine whether there is a significant economic incentive includes a comparison of a vehicle’s estimated market value at the time the option is exercisable with the guaranteed resale value to determine the customer’s economic incentive to exercise. We have not sold any vehicles under this program since the first half of 2017 and all current period activity relates to the exercise or cancellation of active transactions. The amount of sale proceeds equal to the resale value guarantee is deferred until the guarantee expires or is exercised. The remaining sale proceeds are deferred and recognized on a straight-line basis over the stated guarantee period to automotive leasing revenue. The guarantee period expires at the earlier of the end of the guarantee period or the pay-off of the initial loan. We capitalize the cost of these vehicles on the consolidated balance sheets as operating lease vehicles, net, and depreciate their value, less salvage value, to cost of automotive leasing revenue over the same period. In cases where a customer retains ownership of a vehicle at the end of the guarantee period, the resale value guarantee liability and any remaining deferred revenue balances related to the vehicle are settled to automotive leasing revenue, and the net book value of the leased vehicle is expensed to cost of automotive leasing revenue. If a customer returns the vehicle to us during the guarantee period, we purchase the vehicle from the customer in an amount equal to the resale value guarantee and settle any remaining deferred balances to automotive leasing revenue, and we reclassify the net book value of the vehicle on the consolidated balance sheets to used vehicle inventory. As of September 30, 2019 and December 31, 2018, $151 million and $150 million, respectively, of the guarantees were exercisable by customers within the next 12 months. For the three and nine months ended September 30, 2019, we recognized $32 million and $117 million, respectively, of leasing revenue related to this program, and $30 million and $107 million, respectively, for the same periods in 2018. The net carrying amount of operating lease vehicles under this program was $113 million and $212 million, respectively, as of September 30, 2019 and December 31, 2018. Services and Other Revenue Services and other revenue consists of non-warranty after-sales vehicle services, sales of used vehicles, retail merchandise, and sales by our acquired subsidiaries to third party customers. Revenues related to repair and maintenance services are recognized over time as services are provided and extended service plans are recognized over the performance period of the service contract as the obligation represents a stand-ready obligation to the customer. We sell used vehicles, services, service plans, vehicle components and merchandise separately and thus use standalone selling prices as the basis for revenue allocation to the extent that these items are sold in transactions with other performance obligations. Payment for used vehicles, services, and merchandise are typically received at the point when control transfers to the customer or in accordance with payment terms customary to the business. Payments received for prepaid plans are refundable upon customer cancellation of the related contracts and are included within customer deposits on the consolidated balance sheet. Deferred revenue related to services and other revenue was immaterial as of September 30, 2019 and December 31, 2018. Energy Generation and Storage Sales Energy generation and storage sales revenues consists of the sale of solar energy systems and energy storage systems to residential, small commercial, and large commercial and utility grade customers. Upon adoption of the new lease standard (refer to Leases Revenue recognized from the deferred revenue balance as of January 1, 2018 was $37 million for the nine months ended September 30, 2018. Deferred revenue also includes the portion of rebates and incentives received from utility companies and various local and state government agencies, which is recognized as revenue over the lease term. As of September 30, 2019 42 We capitalize initial direct costs from the execution of agreements for solar energy systems and PPAs, which include the referral fees and sales commissions, as an element of solar energy systems, net, and subsequently amortize these costs over the term of the related agreements. Revenue by source The following table disaggregates our revenue by major source (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Automotive sales without resale value guarantee $ 4,821 $ 5,297 $ 13,423 $ 10,178 Automotive sales with resale value guarantee (1) 177 392 (75 ) 1,056 Automotive regulatory credits 134 189 461 324 Energy generation and storage sales (2) 241 259 680 791 Services and other 548 326 1,646 860 Total revenues from sales and services 5,921 6,463 16,135 13,209 Automotive leasing 221 221 644 634 Energy generation and storage leasing (2) 161 140 415 392 Total revenues $ 6,303 $ 6,824 $ 17,194 $ 14,235 (1) We made pricing adjustments to our vehicle offerings during the nine months ended September 30, 2019, which resulted in a reduction of automotive sales with resale value guarantee revenues. Refer to Automotive Sales with and without Resale Value Guarantee (2) Following the adoption of ASU No. 2016-02, Leases Leases |
Leases | Leases In February 2016, the FASB issued ASU No. 2016-02 (“ASC 842”), Leases, to require lessees to recognize all leases, with certain exceptions, on the balance sheet, while recognition on the statement of operations will remain similar to current lease accounting. Subsequently, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, ASU No. 2018-11, Targeted Improvements, ASU No. 2018-20, Narrow-Scope Improvements for Lessors, and ASU 2019-01, Codification Improvements, to clarify and amend the guidance in ASU No. 2016-02. ASC 842 eliminates real estate-specific provisions and modifies certain aspects of lessor accounting. This standard is effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. We adopted ASC 842 as of January 1, 2019 using the cumulative effect adjustment approach (“adoption of the new lease standard”). In addition, we elected the package of practical expedients permitted under the transition guidance within the new standard, which allowed us to carry forward the historical determination of contracts as leases, lease classification and not reassess initial direct costs for historical lease arrangements. Accordingly, previously reported financial statements, including footnote disclosures, have not been recast to reflect the application of the new standard to all comparative periods presented. The finance lease classification under ASC 842 includes leases previously classified as capital leases under ASC 840. Agreements for solar energy system leases and PPAs (solar leases) that commence after January 1, 2019, where we are the lessor and would have been accounted for as operating leases no longer meet the definition of a lease upon the adoption of ASC 842 and will instead be accounted for in accordance with ASC 606. Under these two types of arrangements, the customer is not responsible for the design of the energy system but rather approved the energy system benefits in terms of energy capacity and production to be received over the term. Accordingly, the revenue from solar leases commencing after January 1, 2019 are now recognized as earned, based on the amount of capacity provided or electricity delivered at the contractual billing rates, assuming all other revenue recognition criteria have been met. Under the practical expedient available under ASC 606-10-55-18, we recognize revenue based on the value of the service which is consistent with the billing amount. There is no change to the amount and timing of revenue recognition for solar lease arrangements. We have lease agreements with lease and non-lease components, and have elected to utilize the practical expedient to account for lease and non-lease components together as a single combined lease component, from both a lessee and lessor perspective. From a lessor perspective, the timing and pattern of transfer are the same for the non-lease components and associated lease component and, the lease component, if accounted for separately, would be classified as an operating lease. Additionally, we have determined that the leases previously identified as build-to-suit leasing arrangements under legacy lease accounting (ASC 840), were derecognized pursuant to the transition guidance provided for build-to-suit leases in ASC 842. Accordingly, these leases have been reassessed as operating leases as of the adoption date under ASC 842, and are included on the consolidated balance sheet as of September 30, 2019. Operating lease assets are included within operating lease right-of-use assets, and the corresponding operating lease liabilities are included within accrued liabilities and other for the current portion, and within other long-term liabilities for the long-term portion on our consolidated balance sheet as of September 30, 2019 . Finance lease assets are included within property, plant and equipment, net, and the corresponding finance lease liabilities are included within current portion of long-term debt and finance leases for the current portion, and within l ong-term debt and finance leases, net of current portion for the long-term portion on our consolidated balance sheet as of September 30, 2019 . We have elected not to present short-term leases on the consolidated balance sheet as these leases have a lease term of 12 months or less at lease inception and do not contain purchase options or renewal terms that we are reasonably certain to exercise. All other lease assets and lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Because most of our leases do not provide an implicit rate of return, we used our incremental borrowing rate based on the information available at adoption date in determining the present value of lease payments. Adoption of the new lease standard on January 1, 2019 had a material impact on our interim unaudited consolidated financial statements. The most significant impacts related to the (i) recognition of right-of-use ("ROU") assets of $1.29 billion and lease liabilities of $1.24 billion for operating leases on the consolidated balance sheet, and (ii) de-recognition of build-to-suit lease assets and liabilities of $1.62 billion and $1.74 billion, respectively, with the net impact of $97 million recorded to accumulated deficit, as of January 1, 2019. We also reclassified prepaid expenses and other current asset balances of $142 million and deferred rent balance, including tenant improvement allowances, and other liability balances of $70 million relating to our existing lease arrangements as of December 31, 2018, into the ROU asset balance as of January 1, 2019. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. The standard did not materially impact our consolidated statement of operations and consolidated statement of cash flows. The cumulative effect of the changes made to our consolidated balance sheet as of January 1, 2019 for the adoption of the new lease standard was as Balances at December 31, 2018 Adjustments from Adoption of New Lease Standard Balances at January 1, 2019 Assets Prepaid expenses and other current assets $ 366 $ 0 $ 366 Property, plant and equipment, net 11,330 (1,617 ) 9,713 Operating lease right-of-use assets — 1,286 1,286 Other assets 572 (141 ) 431 Liabilities Accrued liabilities and other 2,094 118 2,212 Current portion of long-term debt and finance leases 2,568 — 2,568 Long-term debt and finance leases, net of current portion 9,404 — 9,404 Other long-term liabilities 2,710 (687 ) 2,023 Equity Accumulated deficit (5,318 ) 97 (5,221 ) |
Income Taxes | Income Taxes There are transactions that occur during the ordinary course of business for which the ultimate tax determination is uncertain. As of September 30, 2019 and December 31, 2018, the aggregate balances of our gross unrecognized tax benefits were $303 million and $253 million, respectively, of which $280 million and $244 million, respectively, would not give rise to changes in our effective tax rate since these tax benefits would increase a deferred tax asset that is currently fully offset by a valuation allowance. On June 7, 2019, the Ninth Circuit Court of Appeals issued a new opinion in Altera Corp. v. Commissioner requiring related parties in an intercompany cost-sharing arrangement to share expenses related to share-based compensation. This opinion reversed the prior decision of the United States Tax Court. We do not expect this to have an impact on our consolidated financial statements. |
Net Income (Loss) per Share of Common Stock Attributable to Common Stockholders | Net Income (Loss) per Share of Common Stock Attributable to Common Stockholders Basic net income (loss) per share of common stock attributable to common stockholders is calculated by dividing net income (loss) attributable to common stockholders by the weighted-average shares of common stock outstanding for the period. During the nine months ended September 30, 2019, we increased net loss attributable to common stockholders by $8 million to arrive at the numerator used to calculate net loss per share. This adjustment represents the difference between the cash we paid to a financing fund investor for their noncontrolling interest in one of our subsidiaries and the carrying amount of the noncontrolling interest on our consolidated balance sheet, in accordance with ASC 260, Earnings per Share Long-Term Debt Obligations The following table presents the computation of basic and diluted net income (loss) per share of common stock attributable to common stockholders (in millions, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Net income (loss) per share of common stock attributable to common stockholders, basic Net income (loss) attributable to common stockholders $ 143 $ 311 $ (967 ) $ (1,116 ) Less: Buy-out of noncontrolling interest — — 8 — Net income (loss) used in computing net income (loss) per share of common stock, basic 143 311 (975 ) (1,116 ) Weighted average shares used in computing net income (loss) per share of common stock, basic 179 171 176 170 Net income (loss) per share of common stock attributable to common stockholders, basic $ 0.80 $ 1.82 $ (5.54 ) $ (6.56 ) Net income (loss) per share of common stock attributable to common stockholders, diluted Net income (loss) attributable to common stockholders $ 143 $ 311 $ (967 ) $ (1,116 ) Less: Buy-out of noncontrolling interest — — 8 — Net income (loss) used in computing net income (loss) per share of common stock, diluted 143 311 (975 ) (1,116 ) Weighted average shares used in computing net income (loss) per share of common stock, basic 179 171 176 170 Add: Stock-based awards 5 7 — — Warrants — 0 — — Weighted average shares used in computing net income (loss) per share of common stock, diluted 184 178 176 170 Net income (loss) per share of common stock attributable to common stockholders, diluted $ 0.78 $ 1.75 $ (5.54 ) $ (6.56 ) The following table presents the potentially dilutive shares that were excluded from the computation of diluted net loss per share of common stock attributable to common stockholders, because their effect was anti-dilutive (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Stock-based awards 7 3 12 10 Convertible senior notes 1 1 1 2 |
Restricted Cash | Restricted Cash We maintain certain cash balances restricted as to withdrawal or use. Our restricted cash is comprised primarily of cash as collateral for our sales to lease partners with a resale value guarantee, letters of credit, real estate leases, insurance policies, credit card borrowing facilities and certain operating leases. In addition, restricted cash includes cash received from certain fund investors that have not been released for use by us and cash held to service certain payments under various secured debt facilities. The following table totals cash and cash equivalents and restricted cash as reported on the consolidated balance sheets; the sums are presented on the consolidated statements of cash flows (in millions): September 30, December 31, September 30, December 31, 2019 2018 2018 2017 Cash and cash equivalents $ 5,338 $ 3,686 $ 2,967 $ 3,368 Restricted cash 233 193 159 155 Restricted cash, net of current portion 255 398 397 442 Total as presented in the consolidated statements of cash flows $ 5,826 $ 4,277 $ 3,523 $ 3,965 |
Concentration of Risk | Concentration of Risk Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist of cash, cash equivalents, restricted cash, accounts receivable, convertible note hedges, and interest rate swaps. Our cash balances are primarily invested in money market funds or on deposit at high credit quality financial institutions in the U.S. These deposits are typically in excess of insured limits. As of September 30, 2019 and December 31, 2018, no entity represented 10% or more of our total accounts receivable balance. The risk of concentration for our interest rate swaps is mitigated by transacting with several highly-rated multinational banks. Supply Risk We are dependent on our suppliers, the majority of which are single source suppliers, and the inability of these suppliers to deliver necessary components of our products in a timely manner at prices, quality levels and volumes acceptable to us, or our inability to efficiently manage these components from these suppliers, could have a material adverse effect on our business, prospects, financial condition and operating results. |
Operating Lease Vehicles | Operating Lease Vehicles Vehicles that are leased as part of our direct vehicle leasing program, vehicles delivered to leasing partners with a resale value guarantee and a buyback option, as well as vehicles delivered to customers with resale value guarantee where exercise is probable are classified as operating lease vehicles as the related revenue transactions are treated as operating leases (refer to the Resale Value Guarantees Financing Programs under ASC 842 section above for details). Operating lease vehicles are recorded at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the expected operating lease term. The total cost of operating lease vehicles recorded on the consolidated balance sheets as of and was $2.67 billion and $2.55 billion, respectively. Accumulated depreciation related to leased vehicles as of and was $414 million and $458 million, respectively. |
Warranties | Warranties We provide a manufacturer’s warranty on all new and used vehicles, production powertrain components and systems and energy storage products we sell. In addition, we also provide a warranty on the installation and components of the solar energy systems we sell for periods typically between 10 to 30 years. We accrue a warranty reserve for the products sold by us, which includes our best estimate of the projected costs to repair or replace items under warranties and recalls when identified. These estimates are based on actual claims incurred to date and an estimate of the nature, frequency and costs of future claims. These estimates are inherently uncertain given our relatively short history of sales, and changes to our historical or projected warranty experience may cause material changes to the warranty reserve in the future. The warranty reserve does not include projected warranty costs associated with our vehicles subject to lease accounting and our solar energy systems under lease contracts or PPAs, as the costs to repair these warranty claims are expensed as incurred. The portion of the warranty reserve expected to be incurred within the next 12 months is included within accrued liabilities and other while the remaining balance is included within other long-term liabilities on the consolidated balance sheets. Warranty expense is recorded as a component of cost of revenues in the consolidated statements of operations. Due to the magnitude of our automotive business, accrued warranty balance as of September 30, 2019 was primarily related to our automotive segment. Accrued warranty activity consisted of the following (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Accrued warranty—beginning of period $ 941 $ 524 $ 748 $ 402 Warranty costs incurred (59 ) (54 ) (175 ) (148 ) Net changes in liability for pre-existing warranties, including expirations and foreign exchange impact (37 ) (13 ) 36 (24 ) Additional warranty accrued from adoption of the new revenue standard — — — 37 Provision for warranty 138 187 374 377 Accrued warranty—end of period $ 983 $ 644 $ 983 $ 644 For the three and nine months ended September 30, 2019, warranty costs incurred for vehicles accounted for as operating leases or collateralized debt arrangements were $4 million and $16 million, respectively, and for the three and nine months ended September 30, 2018, such costs were $5 million and $17 million, respectively. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments Codification Improvements to Topic 326 In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment In August 2018, the FASB issued ASU No. 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that Is a Service Contract Recently adopted accounting pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases, to require lessees to recognize all leases, with limited exceptions, on the balance sheet, while recognition on the statement of operations will remain similar to legacy lease accounting, ASC 840. The ASU also eliminates real estate-specific provisions and modifies certain aspects of lessor accounting. Subsequently, the FASB issued ASU No. 2018-10 , Codification Improvements to Topic 842 Targeted Improvements Narrow-Scope Improvements for Lessors Codification Improvements In August 2017, the FASB issued ASU No. 2017-12, Targeted Improvements to Accounting for Hedging Activities In January 2018, the FASB issued ASU No. 2018-01, Land Easement Practical Expedient Transition to Topic 842 Leases |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Schedule of Disaggregation of Revenue by Major Source | The following table disaggregates our revenue by major source (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Automotive sales without resale value guarantee $ 4,821 $ 5,297 $ 13,423 $ 10,178 Automotive sales with resale value guarantee (1) 177 392 (75 ) 1,056 Automotive regulatory credits 134 189 461 324 Energy generation and storage sales (2) 241 259 680 791 Services and other 548 326 1,646 860 Total revenues from sales and services 5,921 6,463 16,135 13,209 Automotive leasing 221 221 644 634 Energy generation and storage leasing (2) 161 140 415 392 Total revenues $ 6,303 $ 6,824 $ 17,194 $ 14,235 (1) We made pricing adjustments to our vehicle offerings during the nine months ended September 30, 2019, which resulted in a reduction of automotive sales with resale value guarantee revenues. Refer to Automotive Sales with and without Resale Value Guarantee (2) Following the adoption of ASU No. 2016-02, Leases Leases |
Schedule of Computation of Basic and Diluted Net Income (Loss) Per Sale of Common Stock Attributable to Common Stockholders | The following table presents the computation of basic and diluted net income (loss) per share of common stock attributable to common stockholders (in millions, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Net income (loss) per share of common stock attributable to common stockholders, basic Net income (loss) attributable to common stockholders $ 143 $ 311 $ (967 ) $ (1,116 ) Less: Buy-out of noncontrolling interest — — 8 — Net income (loss) used in computing net income (loss) per share of common stock, basic 143 311 (975 ) (1,116 ) Weighted average shares used in computing net income (loss) per share of common stock, basic 179 171 176 170 Net income (loss) per share of common stock attributable to common stockholders, basic $ 0.80 $ 1.82 $ (5.54 ) $ (6.56 ) Net income (loss) per share of common stock attributable to common stockholders, diluted Net income (loss) attributable to common stockholders $ 143 $ 311 $ (967 ) $ (1,116 ) Less: Buy-out of noncontrolling interest — — 8 — Net income (loss) used in computing net income (loss) per share of common stock, diluted 143 311 (975 ) (1,116 ) Weighted average shares used in computing net income (loss) per share of common stock, basic 179 171 176 170 Add: Stock-based awards 5 7 — — Warrants — 0 — — Weighted average shares used in computing net income (loss) per share of common stock, diluted 184 178 176 170 Net income (loss) per share of common stock attributable to common stockholders, diluted $ 0.78 $ 1.75 $ (5.54 ) $ (6.56 ) |
Schedule of Potentially Dilutive Shares that were Excluded from Computation of Diluted Net Loss per Share of Common Stock | The following table presents the potentially dilutive shares that were excluded from the computation of diluted net loss per share of common stock attributable to common stockholders, because their effect was anti-dilutive (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Stock-based awards 7 3 12 10 Convertible senior notes 1 1 1 2 |
Schedule of Cash and Cash Equivalents and Restricted Cash | The following table totals cash and cash equivalents and restricted cash as reported on the consolidated balance sheets; the sums are presented on the consolidated statements of cash flows (in millions): September 30, December 31, September 30, December 31, 2019 2018 2018 2017 Cash and cash equivalents $ 5,338 $ 3,686 $ 2,967 $ 3,368 Restricted cash 233 193 159 155 Restricted cash, net of current portion 255 398 397 442 Total as presented in the consolidated statements of cash flows $ 5,826 $ 4,277 $ 3,523 $ 3,965 |
Schedule of Accrued Warranty Activity | Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Accrued warranty—beginning of period $ 941 $ 524 $ 748 $ 402 Warranty costs incurred (59 ) (54 ) (175 ) (148 ) Net changes in liability for pre-existing warranties, including expirations and foreign exchange impact (37 ) (13 ) 36 (24 ) Additional warranty accrued from adoption of the new revenue standard — — — 37 Provision for warranty 138 187 374 377 Accrued warranty—end of period $ 983 $ 644 $ 983 $ 644 |
Adoption of ASU 2016-02 [Member] | |
Schedule of Cumulative Effect of Changes Made to Consolidated Balance Sheet for Adoption of New Lease Standard | The cumulative effect of the changes made to our consolidated balance sheet as of January 1, 2019 for the adoption of the new lease standard was as Balances at December 31, 2018 Adjustments from Adoption of New Lease Standard Balances at January 1, 2019 Assets Prepaid expenses and other current assets $ 366 $ 0 $ 366 Property, plant and equipment, net 11,330 (1,617 ) 9,713 Operating lease right-of-use assets — 1,286 1,286 Other assets 572 (141 ) 431 Liabilities Accrued liabilities and other 2,094 118 2,212 Current portion of long-term debt and finance leases 2,568 — 2,568 Long-term debt and finance leases, net of current portion 9,404 — 9,404 Other long-term liabilities 2,710 (687 ) 2,023 Equity Accumulated deficit (5,318 ) 97 (5,221 ) |
Business Combination (Tables)
Business Combination (Tables) - Maxwell Technologies, Inc. [Member] | 9 Months Ended |
Sep. 30, 2019 | |
Business Acquisition [Line Items] | |
Schedule of Fair Values of the Assets Acquired and Liabilities Assumed | The allocation of the purchase price is based on management’s estimate of the Acquisition Date fair values of the assets acquired and liabilities assumed, as follows (in millions): Assets acquired: Cash and cash equivalents $ 32 Accounts receivable 24 Inventory 32 Property, plant and equipment 27 Operating lease right-of-use assets 10 Intangible assets 105 Prepaid expenses and other assets, current and non-current 3 Total assets acquired 233 Liabilities and equity assumed: Accounts payable (10 ) Accrued liabilities and other (28 ) Debt and financial leases, current and non-current (44 ) Deferred revenue, current (1 ) Other long-term liabilities (14 ) Additional paid-in capital (8 ) Total liabilities and equity assumed (105 ) Net assets acquired 128 Goodwill 79 Total purchase price $ 207 |
Schedule of Fair Values of the Identified Intangible Assets and their Useful Lives | A preliminary assessment of the fair value of identified intangible assets and their respective useful lives are as follows (in millions, except for estimated useful life): Fair Value Useful Life (in years) Developed technology $ 102 9 Customer relations 2 9 Trade name 1 10 Total intangible assets $ 105 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Acquired Intangible Assets | Information regarding our intangible assets including assets recognized from our acquisitions was as follows (in millions): September 30, 2019 December 31, 2018 Gross Amount Accumulated Amortization Other Net Carrying Amount Gross Carrying Amount Accumulated Amortization Other Net Carrying Amount Finite-lived intangible assets: Developed technology $ 291 $ (62 ) $ 0 $ 229 $ 152 $ (40 ) $ 1 $ 113 Trade names 3 (1 ) 0 2 45 (44 ) 0 1 Favorable contracts and leases, net 113 (22 ) — 91 113 (17 ) — 96 Other 38 (14 ) 0 24 36 (12 ) 1 25 Total finite-lived intangible assets 445 (99 ) — 346 346 (113 ) 2 235 Indefinite-lived intangible assets: Gigafactory 1 water rights 5 — — 5 — — — — In-process research and development (“IPR&D”) 60 — (60 ) — 60 — (13 ) 47 Total indefinite-lived intangible assets 65 — (60 ) 5 60 — (13 ) 47 Total intangible assets $ 510 $ (99 ) $ (60 ) $ 351 $ 406 $ (113 ) $ (11 ) $ 282 |
Total Future Amortization Expense for Intangible Assets | Total future amortization expense for intangible assets was estimated as follows (in millions): Three months ending December 31, 2019 $ 13 2020 50 2021 49 2022 48 2023 42 Thereafter 144 Total $ 346 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | Our assets and liabilities that were measured at fair value on a recurring basis were as follows (in millions): September 30, 2019 December 31, 2018 Fair Value Level I Level II Level III Fair Value Level I Level II Level III Money market funds (cash and cash equivalents & restricted cash) $ 1,413 $ 1,413 $ — $ — $ 1,813 $ 1,813 $ — $ — Interest rate swap asset 1 — 1 — 12 — 12 — Interest rate swap liability (41 ) — (41 ) — (1 ) — (1 ) — Total $ 1,373 $ 1,413 $ (40 ) $ — $ 1,824 $ 1,813 $ 11 $ — |
Schedule of Interest Rate Swaps Outstanding | Our interest rate swaps outstanding were as follows (in millions): September 30, 2019 December 31, 2018 Aggregate Notional Amount Gross Asset at Fair Value Gross Liability at Fair Value Aggregate Notional Amount Gross Asset at Fair Value Gross Liability at Fair Value Interest rate swaps $ 987 $ 1 $ 41 $ 800 $ 12 $ 1 Our interest rate swaps activity was as follows (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Gross gains $ — $ 5 $ — $ 18 Gross losses $ 13 $ — $ 51 $ 1 |
Schedule of Estimated Fair Values and Carrying Values | The following table presents the estimated fair values and the carrying values (in millions): September 30, 2019 December 31, 2018 Carrying Fair Value Carrying Fair Value Convertible senior notes $ 4,207 $ 4,867 $ 3,661 $ 4,347 Senior notes $ 1,781 $ 1,620 $ 1,779 $ 1,575 Participation interest $ 20 $ 20 $ 19 $ 18 Solar asset-backed notes $ 1,159 $ 1,205 $ 1,183 $ 1,207 Solar loan-backed notes $ 175 $ 189 $ 203 $ 212 Automotive asset-backed notes $ 829 $ 835 $ 1,172 $ 1,180 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Our inventory consisted of the following (in millions): September 30, December 31, 2019 2018 Raw materials $ 1,284 $ 932 Work in process 335 297 Finished goods 1,583 1,581 Service parts 379 303 Total $ 3,581 $ 3,113 |
Solar Energy Systems, Net (Tabl
Solar Energy Systems, Net (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Solar Energy Systems [Member] | |
Property Plant And Equipment [Line Items] | |
Components of Solar Energy Systems, Net | Solar energy systems, net, consisted of the following (in millions): September 30, December 31, 2019 2018 Solar energy systems in service $ 6,649 $ 6,431 Initial direct costs related to customer solar energy system lease acquisition costs 102 99 6,751 6,530 Less: accumulated depreciation and amortization (666 ) (496 ) 6,085 6,034 Solar energy systems under construction 23 68 Solar energy systems pending interconnection 60 169 Solar energy systems, net (1) $ 6,168 $ 6,271 (1) As of September 30, 2019 and December 31, 2018, solar energy systems, net, included $36 million of finance leased assets with accumulated depreciation and amortization of $5 million and $4 million, respectively. |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant and Equipment, Net | Our property, plant and equipment, net, consisted of the following (in millions): September 30, December 31, 2019 2018 Machinery, equipment, vehicles and office furniture $ 7,007 $ 6,329 Tooling 1,477 1,398 Leasehold improvements 1,029 961 Land and buildings 2,956 4,047 Computer equipment, hardware and software 549 487 Construction in progress 700 807 13,718 14,029 Less: Accumulated depreciation (3,528 ) (2,699 ) Total $ 10,190 $ 11,330 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Other Liabilities [Abstract] | |
Schedule of Other Long-term Liabilities | Other long-term liabilities consisted of the following (in millions): September 30, December 31, 2019 2018 Accrued warranty reserve $ 692 $ 547 Build-to-suit lease liability — 1,662 Operating lease right-of-use liabilities 1,028 — Deferred rent expense — 59 Financing obligation 42 50 Sales return reserve 547 84 Other noncurrent liabilities 367 308 Total other long-term liabilities $ 2,676 $ 2,710 |
Long-Term Debt Obligations (Tab
Long-Term Debt Obligations (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The following is a summary of our debt as of September 30, 2019 (in millions): Unpaid Unused Principal Net Carrying Value Committed Contractual Contractual Balance Current Long-Term Amount (1) Interest Rates Maturity Date Recourse debt: 1.25% Convertible Senior Notes due in 2021 ("2021 Notes") 1,380 — 1,289 — 1.25 % March 2021 2.375% Convertible Senior Notes due in 2022 ("2022 Notes") 978 — 894 — 2.375 % March 2022 2.00% Convertible Senior Notes due in 2024 ("2024 Notes") 1,840 — 1,361 — 2.00 % May 2024 5.30% Senior Notes due in 2025 ("2025 Notes") 1,800 — 1,781 — 5.30 % August 2025 Credit Agreement 1,827 149 1,678 413 3.0% -5.0% June 2020-July 2023 1.625% Convertible Senior Notes due in 2019 566 567 — — 1.625 % November 2019 Zero-Coupon Convertible Senior Notes due in 2020 103 — 96 — 0.0 % December 2020 Solar Bonds and other Loans 70 15 52 — 3.6%-5.8% March 2020-January 2031 Total recourse debt 8,564 731 7,151 413 Non-recourse debt: Warehouse Agreements 586 79 507 514 3.5%-3.7% September 2021 Canada Credit Facility 47 25 22 — 4.1%-5.9% November 2022 Term Loan due in 2019 159 159 — — 6.3 % December 2019 Term Loan due in 2021 164 8 155 — 5.8 % January 2021 Solar Revolving Credit Facility 50 — 50 — 6.0 % June 2022 China Loan Agreements 219 219 — 924 3.9 % March 2020-September 2020 Cash equity debt 460 9 437 — 5.3%-5.8% July 2033-January 2035 Solar asset-backed notes 1,187 34 1,125 — 4.0%-7.7% September 2024-February 2048 Solar loan-backed notes 182 11 164 — 4.8%-7.5% September 2048-September 2049 Automotive asset-backed notes 832 345 484 — 2.3%-7.9% December 2019-June 2022 Solar Renewable Energy Credit and other Loans 25 23 1 9 5.1%-7.9% December 2019-July 2021 Total non-recourse debt 3,911 912 2,945 1,447 Total debt $ 12,475 $ 1,643 $ 10,096 $ 1,860 The following is a summary of our debt as of December 31, 2018 (in millions): Unpaid Unused Principal Net Carrying Value Committed Contractual Contractual Balance Current Long-Term Amount (1) Interest Rates Maturity Date Recourse debt: 0.25% Convertible Senior Notes due in 2019 ("2019 Notes") 920 913 — — 0.25 % March 2019 2021 Notes 1,380 — 1,244 — 1.25 % March 2021 2022 Notes 978 — 871 — 2.375 % March 2022 2025 Notes 1,800 — 1,779 — 5.30 % August 2025 Credit Agreement 1,540 — 1,540 231 1% plus LIBOR June 2020 1.625% Convertible Senior Notes due in 2019 566 541 — — 1.625 % November 2019 Zero-Coupon Convertible Senior Notes due in 2020 103 — 92 — 0.0 % December 2020 Vehicle, Solar Bonds and other Loans 101 1 100 — 1.8%-7.6% January 2019-January 2031 Total recourse debt 7,388 1,455 5,626 231 Non-recourse debt: Warehouse Agreements 92 14 78 1,008 3.9%-4.2% September 2020 Canada Credit Facility 73 32 41 — 3.6%-5.9% November 2022 Term Loan due in 2019 181 181 — — 6.1 % January 2019 Term Loan due in 2021 169 7 162 — 6.0 % January 2021 Cash equity debt 467 11 442 — 5.3%-5.8% July 2033-January 2035 Solar asset-backed notes 1,214 28 1,155 — 4.0%-7.7% September 2024-February 2048 Solar loan-backed notes 210 10 193 — 4.8%-7.5% September 2048-September 2049 Automotive asset-backed notes 1,178 468 704 — 2.3%-7.9% December 2019-June 2022 Solar Renewable Energy Credit and other Loans 27 16 10 18 5.1%-7.9% December 2019-July 2021 Total non-recourse debt 3,611 767 2,785 1,026 Total debt $ 10,999 $ 2,222 $ 8,411 $ 1,257 (1) Unused committed amounts under some of our credit facilities and financing funds are subject to satisfying specified conditions prior to draw-down (such as pledging to our lenders sufficient amounts of qualified receivables, inventories, leased vehicles and our interests in those leases, solar energy systems and the associated customer contracts, our interests in financing funds or various other assets). Upon draw-down of any unused committed amounts, there are no restrictions on use of available funds for general corporate purposes. |
Schedule of Interest Expense | The following table presents the interest expense related to the contractual interest coupon, the amortization of debt issuance costs and the amortization of debt discounts on our convertible senior notes with cash conversion features, which include the 2018 Notes, the 2019 Notes, the 2021 Notes, the 2022 Notes and the 2024 Notes (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Contractual interest coupon $ 19 $ 11 $ 45 $ 32 Amortization of debt issuance costs 2 2 5 5 Amortization of debt discounts 43 31 104 92 Total $ 64 $ 44 $ 154 $ 129 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Schedule of Operating and Financing Leases Presented in Balance Sheets | The balances for the operating and finance leases where we are the lessee are presented as follows (in millions) within our consolidated balance sheet: September 30, 2019 Operating leases: Operating lease right-of-use assets $ 1,234 Accrued liabilities and other $ 223 Other long-term liabilities 1,028 Total operating lease liabilities $ 1,251 Finance leases: Solar energy systems, net $ 31 Property, plant and equipment, net 1,570 Total finance lease assets $ 1,601 Current portion of long-term debt and finance leases $ 387 Long-term debt and finance leases, net of current portion 1,217 Total finance lease liabilities $ 1,604 |
Schedule of Components of Lease Expense and Other Information Related to Leases | The components of lease expense are as follows (in millions) within our consolidated statements of operations: Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Operating lease expense: Operating lease expense (1) $ 110 $ 317 Finance lease expense: Amortization of leased assets $ 78 $ 210 Interest on lease liabilities 27 78 Total finance lease expense $ 105 $ 288 Total lease expense $ 215 $ 605 (1) Includes short-term leases and variable lease costs, which are immaterial. Other information related to leases where we are the lessee is as follows: September 30, 2019 Weighted-average remaining lease term: Operating leases 6.6 years Finance leases 4.2 years Weighted-average discount rate: Operating leases 6.5 % Finance leases 6.6 % |
Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases where we are the lessee is as follows (in millions) : Nine Months Ended September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 262 Operating cash outflows from finance leases (interest payments) $ 76 Financing cash outflows from finance leases $ 223 Leased assets obtained in exchange for finance lease liabilities $ 497 Leased assets obtained in exchange for operating lease liabilities $ 172 |
Schedule of Maturities of Operating and Finance Lease Liabilities | As of September 30, 2019 (in millions): Operating Finance Leases Leases Three months ending December 31, 2019 $ 76 $ 122 2020 289 474 2021 256 456 2022 206 576 2023 174 141 Thereafter 562 18 Total minimum lease payments 1,563 1,787 Less: Interest 312 183 Present value of lease obligations 1,251 1,604 Less: Current portion 223 387 Long-term portion of lease obligations $ 1,028 $ 1,217 |
Future Minimum Lease Payments Under Non-Cancellable Leases | As previously reported in our Annual Report on Form 10-K for the year ended December 31, 2018 and under legacy lease accounting (ASC 840), future minimum lease payments under non-cancellable leases as of December 31, 2018 are as follows (in millions): Operating Finance Leases Leases 2019 $ 276 $ 417 2020 257 503 2021 230 506 2022 183 24 2023 158 5 Thereafter 524 6 Total minimum lease payments $ 1,628 1,461 Less: Interest 122 Present value of lease obligations 1,339 Less: Current portion 346 Long-term portion of lease obligations $ 993 |
Maturities of Operating Lease Receivables from Customers | As of September 30, 2019, maturities of our operating lease receivables from customers for each of the next five years and thereafter were as follows (in millions): Three months ending December 31, 2019 $ 155 2020 568 2021 418 2022 251 2023 188 Thereafter 2,458 Total $ 4,038 |
Future Minimum Lease Payments to be Received from Customers under Non-cancellable Operating Leases ASC 840 | As previously reported in our Annual Report on Form 10-K for the year ended December 31, 2018 and under legacy lease accounting (ASC 840), future minimum lease payments to be received from customers under non-cancellable leases as of December 31, 2018 are as follows (in millions): 2019 $ 502 2020 418 2021 271 2022 187 2023 189 Thereafter 2,469 Total $ 4,036 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Operational Milestone Based on Revenue or Adjusted EBITDA | Total Annualized Revenue (in billions) Annualized Adjusted EBITDA (in billions) $20.0 $1.5 $35.0 $3.0 $55.0 $4.5 $75.0 $6.0 $100.0 $8.0 $125.0 $10.0 $150.0 $12.0 $ 175.0 $14.0 |
Summary of Stock-Based Compensation Expense | The following table summarizes our stock-based compensation expense by line item in the consolidated statements of operations (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Cost of revenues $ 29 $ 30 $ 91 $ 76 Research and development 72 66 216 193 Selling, general and administrative 98 109 307 271 Restructuring and other — — 3 4 Total $ 199 $ 205 $ 617 $ 544 |
Variable Interest Entity Arra_2
Variable Interest Entity Arrangements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Variable Interest Entity Disclosure [Abstract] | |
Carrying Values of Assets and Liabilities of Subsidiary in Consolidated Balance Sheets | The aggregate carrying values of the VIEs’ assets and liabilities, after elimination of any intercompany transactions and balances, in the consolidated balance sheets were as follows (in millions): September 30, December 31, 2019 2018 Assets Current assets Cash and cash equivalents $ 107 $ 75 Restricted cash 81 131 Accounts receivable, net 44 19 Prepaid expenses and other current assets 10 10 Total current assets 242 235 Operating lease vehicles, net 862 155 Solar energy systems, net 5,083 5,117 Restricted cash, net of current portion 71 65 Other assets 81 56 Total assets $ 6,339 $ 5,628 Liabilities Current liabilities Accrued liabilities and other 102 133 Deferred revenue 51 21 Customer deposits 8 — Current portion of long-term debt and finance leases 603 663 Total current liabilities 764 817 Deferred revenue, net of current portion 233 178 Long-term debt and finance leases, net of current portion 1,428 1,238 Other long-term liabilities 29 26 Total liabilities $ 2,454 $ 2,259 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Summary of Related Party Transactions | Related party balances were comprised of the following (in millions): September 30, December 31, 2019 2018 Convertible senior notes due to related parties $ 3 $ 3 |
Segment Reporting and Informa_2
Segment Reporting and Information about Geographic Areas (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Total Revenues and Gross Margin by Reportable Segment | The following table presents revenues and gross margins by reportable segment (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Automotive segment Revenues $ 5,901 $ 6,425 $ 16,099 $ 13,052 Gross profit $ 1,103 $ 1,455 $ 2,539 $ 2,452 Energy generation and storage segment Revenues $ 402 $ 399 $ 1,095 $ 1,183 Gross profit $ 88 $ 69 $ 139 $ 147 |
Schedule of Revenues by Geographic Area | The following table presents revenues by geographic area based on the sales location of our products (in millions): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 United States $ 3,127 $ 5,133 $ 8,937 $ 9,249 China 669 409 2,138 1,445 Netherlands 427 274 788 627 Norway 253 224 1,049 611 Other 1,827 784 4,282 2,303 Total $ 6,303 $ 6,824 $ 17,194 $ 14,235 |
Schedule of Long-Lived Assets by Geographic Area | The following table presents long-lived assets by geographic area (in millions): September 30, December 31, 2019 2018 United States $ 15,545 $ 16,741 International 813 860 Total $ 16,358 $ 17,601 |
Overview - Additional Informati
Overview - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2019Segment | |
Accounting Policies [Abstract] | |
Number of operating segment | 2 |
Number of reportable segment | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)Customer | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($)Customer | Jan. 01, 2019USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue | $ 1,300 | $ 1,300 | $ 883 | |||
Deferred revenue recognized | 177 | $ 60 | ||||
Deferred revenue recognized in next 12 months | 662 | |||||
Reduction in automotive sales revenues from buyback options | 555 | |||||
Reduction in cost of automotive sales from buyback options | 451 | |||||
Reduction in gross profit from buyback options | 104 | |||||
Total sales return reserve from buyback options | 627 | 627 | ||||
Sales return reserve from short term buyback options | 80 | 80 | ||||
Maximum repurchase price of vehicles under resale value arrangement | 291 | 291 | 480 | |||
Resale value exercisable by leasing partners | 254 | 254 | ||||
Leasing revenue recognized | 221 | $ 221 | 644 | 634 | ||
Resale value guarantees, current portion sales to customers | 151 | 151 | 150 | |||
Resale value guarantees, lease revenue recognized | 32 | 30 | 117 | 107 | ||
Right-of-use ("ROU") assets for operating leases | 1,234 | 1,234 | ||||
Lease liabilities for operating leases | 1,251 | 1,251 | ||||
Unrecognized tax benefits | 303 | 303 | 253 | |||
Unrecognized tax benefits, that would not affect effective tax rate | 280 | 280 | $ 244 | |||
Increase in net loss attributable to common stockholders | $ 8 | |||||
Number of customers representing more than ten percentage of accounts receivable | Customer | 0 | 0 | ||||
Accounts receivable from OEM customers excess percentage | 10.00% | 10.00% | ||||
Total cost of operating lease vehicles | 2,670 | $ 2,670 | $ 2,550 | |||
Accumulated depreciation related to leased vehicles | 414 | 414 | 458 | |||
Assets | 32,795 | 32,795 | 29,740 | |||
Liabilities | $ 25,313 | $ 25,313 | $ 23,427 | |||
Recourse debt [Member] | 1.25% Convertible Senior Notes due in 2021 ("2021 Notes") [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Interest Rate | 1.25% | 1.25% | 1.25% | |||
Maturity year | 2021 | |||||
Recourse debt [Member] | 2.375% Convertible Senior Notes due in 2022 [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Interest Rate | 2.375% | 2.375% | 2.375% | |||
Maturity year | 2022 | |||||
Recourse debt [Member] | 2.00% Convertible Senior Notes due in 2024 [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Interest Rate | 2.00% | 2.00% | ||||
Maturity year | 2024 | |||||
Adoption of ASU 2016-02 [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Right-of-use ("ROU") assets for operating leases | $ 1,286 | |||||
Lease liabilities for operating leases | 1,240 | |||||
De-recognition of build-to-suit lease assets | 1,620 | |||||
De-recognition of build-to-suit lease liabilities | 1,740 | |||||
Increase (decrease) in accumulated deficit and additional paid-in-capital | $ 97 | $ 97 | ||||
Assets | 473 | |||||
Liabilities | 570 | |||||
Adoption of ASU 2016-02 [Member] | Build-to-suit Lease Arrangement [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Increase (decrease) in accumulated deficit and additional paid-in-capital | (97) | |||||
Adoption of ASU 2016-02 [Member] | Prepaid Expenses and Other Current Asset [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
New accounting pronouncement or change in accounting principle | 142 | |||||
Adoption of ASU 2016-02 [Member] | Other Liability [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
New accounting pronouncement or change in accounting principle | 70 | |||||
Adoption of ASU 2016-02 [Member] | Accumulated Deficit [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
New accounting pronouncement or change in accounting principle | $ 97 | |||||
Increase (decrease) in accumulated deficit and additional paid-in-capital | 97 | 97 | ||||
Customer payments [Member] | Energy Generation and Storage [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue | 141 | 141 | $ 149 | |||
Deferred revenue recognized | 27 | 37 | ||||
Deferred revenue recognized in next 12 months | 5 | |||||
Unbilled transaction price allocated to performance obligations, expected of more than one year | 102 | 102 | ||||
Rebates and Incentives [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue | 42 | 42 | 37 | |||
Vehicles [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Net carrying amount of operating lease vehicles | 113 | $ 113 | 212 | |||
Solar Energy Systems [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Product warranty description | we also provide a warranty on the installation and components of the solar energy systems we sell for periods typically between 10 to 30 years. | |||||
Operating Lease Vehicles [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Net carrying amount of operating lease vehicles | 2,253 | $ 2,253 | 2,090 | |||
Warranty costs incurred for operating lease vehicles collateralized debt arrangements | 4 | 5 | 16 | 17 | ||
Sales To Leasing Companies With Guarantee [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue | 47 | 47 | 93 | |||
Resale value guarantee | 328 | 328 | 558 | |||
Leasing revenue recognized | 43 | $ 89 | 146 | $ 257 | ||
Net carrying amount of operating lease vehicles | $ 265 | 265 | 469 | |||
Automotive Regulatory Credits [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue recognized | $ 140 | $ 0 | ||||
Automotive Regulatory Credits [Member] | Minimum [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue, recognition period | 1 year | |||||
Automotive Regulatory Credits [Member] | Maximum [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred revenue, recognition period | 3 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Disaggregation of Revenue by Major Source (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation Of Revenue [Line Items] | ||||
Leasing revenues | $ 221 | $ 221 | $ 644 | $ 634 |
Total revenues | 6,303 | 6,824 | 17,194 | 14,235 |
Services and Other [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues from sales and services | 548 | 326 | 1,646 | 860 |
Sales and Services [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues from sales and services | 5,921 | 6,463 | 16,135 | 13,209 |
Automotive [Member] | Automotive Sales without Resale Value Guarantee [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues from sales and services | 4,821 | 5,297 | 13,423 | 10,178 |
Automotive [Member] | Automotive Sales with Resale Value Guarantee [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues from sales and services | 177 | 392 | (75) | 1,056 |
Automotive [Member] | Automotive Regulatory Credits [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues from sales and services | 134 | 189 | 461 | 324 |
Automotive [Member] | Automotive Leasing [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Leasing revenues | 221 | 221 | 644 | 634 |
Energy Generation and Storage [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 402 | 399 | 1,095 | 1,183 |
Energy Generation and Storage [Member] | Energy Generation and Storage Sales [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues from sales and services | 241 | 259 | 680 | 791 |
Energy Generation and Storage [Member] | Energy Generation and Storage Leasing [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Leasing revenues | $ 161 | $ 140 | $ 415 | $ 392 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Cumulative Effect of Changes Made to Consolidated Balance Sheet for Adoption of New Lease Standard (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Assets | |||
Prepaid expenses and other current assets | $ 660 | $ 366 | |
Property, plant and equipment, net | 10,190 | 11,330 | |
Operating lease right-of-use assets | 1,234 | ||
Other assets | 820 | 572 | |
Liabilities | |||
Accrued liabilities and other | 2,497 | 2,094 | |
Current portion of long-term debt and finance leases | 2,030 | 2,568 | |
Long-term debt and finance leases, net of current portion | 11,313 | 9,404 | |
Other long-term liabilities | 2,676 | 2,710 | |
Equity | |||
Accumulated deficit | $ (6,188) | $ (5,318) | |
Adoption of ASU 2016-02 [Member] | |||
Assets | |||
Prepaid expenses and other current assets | $ 366 | ||
Property, plant and equipment, net | 9,713 | ||
Operating lease right-of-use assets | 1,286 | ||
Other assets | 431 | ||
Liabilities | |||
Accrued liabilities and other | 2,212 | ||
Current portion of long-term debt and finance leases | 2,568 | ||
Long-term debt and finance leases, net of current portion | 9,404 | ||
Other long-term liabilities | 2,023 | ||
Equity | |||
Accumulated deficit | (5,221) | ||
Adoption of ASU 2016-02 [Member] | Adjustments from Adoption of New Lease Standard [Member] | |||
Assets | |||
Prepaid expenses and other current assets | 0 | ||
Property, plant and equipment, net | (1,617) | ||
Operating lease right-of-use assets | 1,286 | ||
Other assets | (141) | ||
Liabilities | |||
Accrued liabilities and other | 118 | ||
Other long-term liabilities | (687) | ||
Equity | |||
Accumulated deficit | $ 97 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Computation of Basic and Diluted Net Income (Loss) Per Sale of Common Stock Attributable to Common Stockholders (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Net income (loss) per share of common stock attributable to common stockholders, basic | ||||
Net income (loss) attributable to common stockholders | $ 143 | $ 311 | $ (967) | $ (1,116) |
Less: Buy-out of noncontrolling interest | 8 | |||
Net income (loss) used in computing net income (loss) per share of common stock, basic | $ 143 | $ 311 | $ (975) | $ (1,116) |
Weighted average shares used in computing net income (loss) per share of common stock, basic | 179 | 171 | 176 | 170 |
Net income (loss) per share of common stock attributable to common stockholders, basic | $ 0.80 | $ 1.82 | $ (5.54) | $ (6.56) |
Net income (loss) per share of common stock attributable to common stockholders, diluted | ||||
Net income (loss) attributable to common stockholders | $ 143 | $ 311 | $ (967) | $ (1,116) |
Less: Buy-out of noncontrolling interest | 8 | |||
Net income (loss) used in computing net income (loss) per share of common stock, diluted | $ 143 | $ 311 | $ (975) | $ (1,116) |
Weighted average shares used in computing net income (loss) per share of common stock, basic | 179 | 171 | 176 | 170 |
Stock-based awards | 5 | 7 | ||
Warrants | 0 | |||
Weighted average shares used in computing net income (loss) per share of common stock, diluted | 184 | 178 | 176 | 170 |
Net income (loss) per share of common stock attributable to common stockholders, diluted | $ 0.78 | $ 1.75 | $ (5.54) | $ (6.56) |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Potentially Dilutive Shares that were Excluded from Computation of Diluted Net Loss per Share of Common Stock (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Stock-based awards [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potential common shares excluded from computation of net loss per share | 7 | 3 | 12 | 10 |
Convertible senior notes [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potential common shares excluded from computation of net loss per share | 1 | 1 | 1 | 2 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Schedule of Cash and Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 5,338 | $ 3,686 | $ 2,967 | $ 3,368 |
Restricted cash | 233 | 193 | 159 | 155 |
Restricted cash, net of current portion | 255 | 398 | 397 | 442 |
Total as presented in the consolidated statements of cash flows | $ 5,826 | $ 4,277 | $ 3,523 | $ 3,965 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Schedule of Accrued Warranty Activity (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Standard Product Warranty Disclosure [Abstract] | ||||
Accrued warranty—beginning of period | $ 941 | $ 524 | $ 748 | $ 402 |
Warranty costs incurred | (59) | (54) | (175) | (148) |
Net changes in liability for pre-existing warranties, including expirations and foreign exchange impact | (37) | (13) | 36 | (24) |
Additional warranty accrued from adoption of the new revenue standard | 37 | |||
Provision for warranty | 138 | 187 | 374 | 377 |
Accrued warranty—end of period | $ 983 | $ 644 | $ 983 | $ 644 |
Business Combination - Addition
Business Combination - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | May 16, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 186 | $ 68 | |
Maxwell Technologies, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition date | May 16, 2019 | ||
Business combination, stock conversion ratio of shares | 0.0193% | ||
Business combination, common stock conversion basis | each issued and outstanding share of Maxwell common stock was converted into 0.0193 (the “Exchange Ratio”) shares of our common stock. | ||
Purchase consideration | $ 207 | ||
Consideration transferred value of shares | 902,968 | ||
Acquisition share price | $ 229.49 | ||
Goodwill | $ 79 | ||
Net assets assumed | $ 128 | ||
Other Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Purchase consideration | $ 96 | ||
Purchase consideration paid in cash | 80 | ||
Business acquisitions, intangible assets | 36 | ||
Net assets assumed | 19 | ||
Other Acquisitions [Member] | Automotive Segment [Member] | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 41 | ||
Other Acquisitions [Member] | Purchased Technology [Member] | Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Estimated useful lives | 1 year | ||
Other Acquisitions [Member] | Purchased Technology [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Estimated useful lives | 9 years |
Business Combination - Schedule
Business Combination - Schedule of Fair Values of the Assets Acquired and the Liabilities Assumed (Detail) - USD ($) $ in Millions | May 16, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Liabilities and equity assumed: | |||
Goodwill | $ 186 | $ 68 | |
Maxwell Technologies, Inc. [Member] | |||
Assets acquired: | |||
Cash and cash equivalents | $ 32 | ||
Accounts receivable | 24 | ||
Inventory | 32 | ||
Property, plant and equipment | 27 | ||
Operating lease right-of-use assets | 10 | ||
Intangible assets | 105 | ||
Prepaid expenses and other assets, current and non-current | 3 | ||
Total assets acquired | 233 | ||
Liabilities and equity assumed: | |||
Accounts payable | (10) | ||
Accrued liabilities and other | (28) | ||
Debt and financial leases, current and non-current | (44) | ||
Deferred revenue, current | (1) | ||
Other long-term liabilities | (14) | ||
Additional paid-in capital | (8) | ||
Total liabilities and equity assumed | (105) | ||
Net assets acquired | 128 | ||
Goodwill | 79 | ||
Total purchase price | $ 207 |
Business Combination - Schedu_2
Business Combination - Schedule of Fair Values of the Identified Intangible Assets and their Useful Lives (Detail) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Business Acquisition [Line Items] | ||
Intangible assets, Fair Value | $ 510 | $ 406 |
Maxwell Technologies, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets, Fair Value | 105 | |
Developed technology [Member] | Maxwell Technologies, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived intangible assets, Fair Value | $ 102 | |
Useful Life (in years) | 9 years | |
Customer relations [Member] | Maxwell Technologies, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived intangible assets, Fair Value | $ 2 | |
Useful Life (in years) | 9 years | |
Trade names [Member] | Maxwell Technologies, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived intangible assets, Fair Value | $ 1 | |
Useful Life (in years) | 10 years |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Jun. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Acquired Intangible Assets [Line Items] | |||
Increased to goodwill | $ 118 | ||
Goodwill | $ 186 | $ 68 | |
IPR&D [Member] | |||
Acquired Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets, impairment in restructuring and other expenses | $ 47 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of Acquired Intangible Assets (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Acquired Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Carrying Amount | $ 445 | $ 346 |
Finite-lived intangible assets, Accumulated Amortization | (99) | (113) |
Finite-lived intangible assets, Other | 2 | |
Finite-lived intangible assets, Net Carrying Amount | 346 | 235 |
Indefinite-lived intangible assets, Gross Carrying Amount | 65 | 60 |
Indefinite-lived intangible assets, Other | (60) | (13) |
Indefinite-lived intangible assets, Net Carrying Amount | 5 | 47 |
Intangible Assets, Gross Carrying Amount | 510 | 406 |
Intangible assets, Other | (60) | (11) |
Intangible Assets, Net Carrying Amount | 351 | 282 |
Gigafactory 1 Water Rights [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets, Gross Carrying Amount | 5 | |
Indefinite-lived intangible assets, Net Carrying Amount | 5 | |
In-Process Research and Development (“IPR&D”) [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets, Gross Carrying Amount | 60 | 60 |
Indefinite-lived intangible assets, Other | (60) | (13) |
Indefinite-lived intangible assets, Net Carrying Amount | 47 | |
Developed Technology [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Carrying Amount | 291 | 152 |
Finite-lived intangible assets, Accumulated Amortization | (62) | (40) |
Finite-lived intangible assets, Other | 0 | 1 |
Finite-lived intangible assets, Net Carrying Amount | 229 | 113 |
Trade names [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Carrying Amount | 3 | 45 |
Finite-lived intangible assets, Accumulated Amortization | (1) | (44) |
Finite-lived intangible assets, Other | 0 | 0 |
Finite-lived intangible assets, Net Carrying Amount | 2 | 1 |
Favorable Contracts and Leases Net [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Carrying Amount | 113 | 113 |
Finite-lived intangible assets, Accumulated Amortization | (22) | (17) |
Finite-lived intangible assets, Net Carrying Amount | 91 | 96 |
Other [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Carrying Amount | 38 | 36 |
Finite-lived intangible assets, Accumulated Amortization | (14) | (12) |
Finite-lived intangible assets, Other | 0 | 1 |
Finite-lived intangible assets, Net Carrying Amount | $ 24 | $ 25 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Total Future Amortization Expense for Intangible Assets (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Three months ending December 31, 2019 | $ 13 | |
2020 | 50 | |
2021 | 49 | |
2022 | 48 | |
2023 | 42 | |
Thereafter | 144 | |
Finite-lived intangible assets, Net Carrying Amount | $ 346 | $ 235 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total | $ 1,373 | $ 1,824 |
Money market funds (Cash and cash equivalents & restricted cash) [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial assets, Fair Value | 1,413 | 1,813 |
Level I [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total | 1,413 | 1,813 |
Level I [Member] | Money market funds (Cash and cash equivalents & restricted cash) [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial assets, Fair Value | 1,413 | 1,813 |
Level II [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total | (40) | 11 |
Interest Rate Swap Asset (Liability) [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial assets, Fair Value | 1 | 12 |
Financial liabilities, Fair Value | (41) | (1) |
Interest Rate Swap Asset (Liability) [Member] | Level II [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial assets, Fair Value | 1 | 12 |
Financial liabilities, Fair Value | $ (41) | $ (1) |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Schedule of Interest Rate Swaps Outstanding (Detail) - Interest Rate Swaps [Member] - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Aggregate Notional Amount | $ 987 | $ 987 | $ 800 | ||
Gross Asset at Fair Value | 1 | 1 | 12 | ||
Gross Liability at Fair Value | 41 | 41 | $ 1 | ||
Gross gains | $ 5 | $ 18 | |||
Gross losses | $ 13 | $ 51 | $ 1 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Additional Information (Detail) - Recourse debt [Member] - 5.30% Senior Notes due in 2025 ("2025 Notes") [Member] | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest Rate | 5.30% | 5.30% |
Maturity Dates | Aug. 31, 2025 | Aug. 31, 2025 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Schedule of Estimated Fair Values and Carrying Values (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | $ 10,096 | $ 8,411 |
Carrying Value | 2,676 | 2,710 |
Senior Notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 1,781 | 1,779 |
Fair Value | 1,620 | 1,575 |
Convertible senior notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 4,207 | 3,661 |
Fair Value | 4,867 | 4,347 |
Participation interest [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 20 | 19 |
Fair Value | 20 | 18 |
Solar asset-backed notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 1,159 | 1,183 |
Fair Value | 1,205 | 1,207 |
Solar Loan-backed Notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 175 | 203 |
Fair Value | 189 | 212 |
Automotive Asset-backed Notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 829 | 1,172 |
Fair Value | $ 835 | $ 1,180 |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 1,284 | $ 932 |
Work in process | 335 | 297 |
Finished goods | 1,583 | 1,581 |
Service parts | 379 | 303 |
Total | $ 3,581 | $ 3,113 |
Inventory - Additional Informat
Inventory - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Inventory [Line Items] | ||||
Inventory write-downs | $ 167 | $ 60 | ||
Cost of Revenues [Member] | ||||
Inventory [Line Items] | ||||
Inventory write-downs | $ 24 | $ 12 | $ 113 | $ 54 |
Solar Energy Systems, Net - Com
Solar Energy Systems, Net - Components of Solar Energy Systems, Net (Detail) - Solar Energy Systems [Member] - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Property Plant And Equipment [Line Items] | ||
Solar energy systems in service | $ 6,649 | $ 6,431 |
Initial direct costs related to customer solar energy system lease acquisition costs | 102 | 99 |
Solar energy systems, gross | 6,751 | 6,530 |
Less: accumulated depreciation and amortization | (666) | (496) |
Solar energy systems, gross, less accumulated depreciation and amortization | 6,085 | 6,034 |
Solar energy systems under construction | 23 | 68 |
Solar energy systems pending interconnection | 60 | 169 |
Solar energy systems, net | $ 6,168 | $ 6,271 |
Solar Energy Systems, Net - C_2
Solar Energy Systems, Net - Components of Solar Energy Systems, Net (Parenthetical) (Detail) - Solar Energy Systems [Member] - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Finance Leased Assets [Line Items] | ||
Gross finance leased assets | $ 36 | $ 36 |
Accumulated depreciation and amortization on finance leased assets | $ 5 | $ 4 |
Property Plant and Equipment -
Property Plant and Equipment - Schedule of Property, Plant and Equipment, Net (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 13,718 | $ 14,029 |
Less: Accumulated depreciation | (3,528) | (2,699) |
Property, plant and equipment, net | 10,190 | 11,330 |
Machinery, equipment, vehicles and office furniture [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 7,007 | 6,329 |
Tooling [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,477 | 1,398 |
Leasehold improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,029 | 961 |
Land and buildings [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,956 | 4,047 |
Computer equipment, hardware and software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 549 | 487 |
Construction in progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 700 | $ 807 |
Property Plant and Equipment _2
Property Plant and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Property Plant And Equipment [Line Items] | |||||
Property, plant and equipment, net | $ 10,190 | $ 10,190 | $ 11,330 | ||
Interest expense capitalized | 6 | $ 12 | 21 | $ 47 | |
Depreciation expense | 353 | $ 300 | 987 | $ 797 | |
Gross finance leased assets | 1,980 | 1,980 | 1,520 | ||
Accumulated depreciation on property and equipment under finance leases | 406 | 406 | 232 | ||
Build To Suit Arrangements [Member] | |||||
Property Plant And Equipment [Line Items] | |||||
Property, plant and equipment, net | 1,690 | ||||
Production Equipment [Member] | |||||
Property Plant And Equipment [Line Items] | |||||
Property, plant and equipment, net | 1,650 | 1,650 | 1,240 | ||
Gigafactory [Member] | |||||
Property Plant And Equipment [Line Items] | |||||
Costs related to construction activities | $ 5,150 | $ 5,150 | $ 4,620 |
Other Long-Term Liabilities - S
Other Long-Term Liabilities - Schedule of Other Long-term Liabilities (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Other Liabilities Noncurrent [Abstract] | ||
Accrued warranty reserve | $ 692 | $ 547 |
Build-to-suit lease liability | 1,662 | |
Operating lease right-of-use liabilities | 1,028 | |
Deferred rent expense | 59 | |
Financing obligation | 42 | 50 |
Sales return reserve | 547 | 84 |
Other noncurrent liabilities | 367 | 308 |
Total other long-term liabilities | $ 2,676 | $ 2,710 |
Other Long-Term Liabilities - A
Other Long-Term Liabilities - Additional Information (Detail) $ in Millions | Dec. 31, 2018USD ($) |
Other Liabilities Noncurrent [Abstract] | |
Build-to-suit lease liability | $ 1,662 |
Customer Deposits - Additional
Customer Deposits - Additional Information (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Customer Deposits Disclosure [Abstract] | ||
Customer deposits | $ 665 | $ 793 |
Long-Term Debt Obligations - Su
Long-Term Debt Obligations - Summary of Debt (Detail) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2019 | |
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 12,475 | $ 10,999 | |
Net Carrying Value, Current | 1,643 | 2,222 | |
Net Carrying Value, Long- Term | 10,096 | 8,411 | |
Unused Committed Amount | 1,860 | 1,257 | |
Solar Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 2.50% | ||
Solar asset-backed notes [Member] | |||
Debt Instrument [Line Items] | |||
Net Carrying Value, Long- Term | 1,159 | 1,183 | |
Solar Loan-backed Notes [Member] | |||
Debt Instrument [Line Items] | |||
Net Carrying Value, Long- Term | 175 | 203 | |
Automotive Asset-backed Notes [Member] | |||
Debt Instrument [Line Items] | |||
Net Carrying Value, Long- Term | 829 | 1,172 | |
Solar Renewable Energy Credit and other Loans [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | 25 | 27 | |
Net Carrying Value, Current | 23 | 16 | |
Net Carrying Value, Long- Term | 1 | 10 | |
Unused Committed Amount | $ 9 | $ 18 | |
Contractual Maturity Date, Start | Dec. 31, 2019 | Dec. 31, 2019 | |
Contractual Maturity Date, End | Jul. 31, 2021 | Jul. 31, 2021 | |
Solar Renewable Energy Credit and other Loans [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 5.10% | 5.10% | |
Solar Renewable Energy Credit and other Loans [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 7.90% | 7.90% | |
Recourse debt [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 8,564 | $ 7,388 | |
Net Carrying Value, Current | 731 | 1,455 | |
Net Carrying Value, Long- Term | 7,151 | 5,626 | |
Unused Committed Amount | 413 | 231 | |
Recourse debt [Member] | 0.25% Convertible Senior Notes due in 2019 ("2019 Notes") [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | 920 | ||
Net Carrying Value, Current | $ 913 | ||
Contractual Interest Rate | 0.25% | ||
Contractual Maturity Date | 2019-03 | ||
Recourse debt [Member] | 1.25% Convertible Senior Notes due in 2021 ("2021 Notes") [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | 1,380 | $ 1,380 | |
Net Carrying Value, Long- Term | $ 1,289 | $ 1,244 | |
Contractual Interest Rate | 1.25% | 1.25% | |
Contractual Maturity Date | 2021-03 | 2021-03 | |
Recourse debt [Member] | 2.375% Convertible Senior Notes due in 2022 [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 978 | $ 978 | |
Net Carrying Value, Long- Term | $ 894 | $ 871 | |
Contractual Interest Rate | 2.375% | 2.375% | |
Contractual Maturity Date | 2022-03 | 2022-03 | |
Recourse debt [Member] | 2.00% Convertible Senior Notes due in 2024 [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 1,840 | ||
Net Carrying Value, Long- Term | $ 1,361 | ||
Contractual Interest Rate | 2.00% | ||
Contractual Maturity Date | 2024-05 | ||
Recourse debt [Member] | 5.30% Senior Notes due in 2025 ("2025 Notes") [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 1,800 | $ 1,800 | |
Net Carrying Value, Long- Term | $ 1,781 | $ 1,779 | |
Contractual Interest Rate | 5.30% | 5.30% | |
Contractual Maturity Date | 2025-08 | 2025-08 | |
Recourse debt [Member] | Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 1,827 | $ 1,540 | |
Net Carrying Value, Current | 149 | ||
Net Carrying Value, Long- Term | 1,678 | 1,540 | |
Unused Committed Amount | $ 413 | $ 231 | |
Debt instrument interest rate description | 1% plus LIBOR | ||
Contractual Maturity Date | 2020-06 | ||
Contractual Maturity Date, Start | Jun. 30, 2020 | ||
Contractual Maturity Date, End | Jul. 31, 2023 | ||
Recourse debt [Member] | Credit Agreement [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 3.00% | ||
Recourse debt [Member] | Credit Agreement [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 5.00% | ||
Recourse debt [Member] | 1.625% Convertible Senior Notes due in 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 566 | $ 566 | |
Net Carrying Value, Current | $ 567 | $ 541 | |
Contractual Interest Rate | 1.625% | 1.625% | |
Contractual Maturity Date | 2019-11 | 2019-11 | |
Recourse debt [Member] | Zero-Coupon Convertible Senior Notes due in 2020 [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 103 | $ 103 | |
Net Carrying Value, Long- Term | $ 96 | $ 92 | |
Contractual Interest Rate | 0.00% | 0.00% | |
Contractual Maturity Date | 2020-12 | 2020-12 | |
Recourse debt [Member] | Solar Bonds and other Loans [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 70 | ||
Net Carrying Value, Current | 15 | ||
Net Carrying Value, Long- Term | $ 52 | ||
Contractual Maturity Date, Start | Mar. 31, 2020 | ||
Contractual Maturity Date, End | Jan. 31, 2031 | ||
Recourse debt [Member] | Solar Bonds and other Loans [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 3.60% | ||
Recourse debt [Member] | Solar Bonds and other Loans [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 5.80% | ||
Recourse debt [Member] | Vehicle, Solar Bonds and other Loans [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 101 | ||
Net Carrying Value, Current | 1 | ||
Net Carrying Value, Long- Term | $ 100 | ||
Contractual Maturity Date, Start | Jan. 31, 2019 | ||
Contractual Maturity Date, End | Jan. 31, 2031 | ||
Recourse debt [Member] | Vehicle, Solar Bonds and other Loans [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 1.80% | ||
Recourse debt [Member] | Vehicle, Solar Bonds and other Loans [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 7.60% | ||
Non-recourse debt [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 3,911 | $ 3,611 | |
Net Carrying Value, Current | 912 | 767 | |
Net Carrying Value, Long- Term | 2,945 | 2,785 | |
Unused Committed Amount | 1,447 | 1,026 | |
Non-recourse debt [Member] | Warehouse Agreements [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | 586 | 92 | |
Net Carrying Value, Current | 79 | 14 | |
Net Carrying Value, Long- Term | 507 | 78 | |
Unused Committed Amount | $ 514 | $ 1,008 | |
Contractual Maturity Date | 2021-09 | 2020-09 | |
Non-recourse debt [Member] | Warehouse Agreements [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 3.50% | 3.90% | |
Non-recourse debt [Member] | Warehouse Agreements [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 3.70% | 4.20% | |
Non-recourse debt [Member] | Canada Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 47 | $ 73 | |
Net Carrying Value, Current | 25 | 32 | |
Net Carrying Value, Long- Term | $ 22 | $ 41 | |
Contractual Maturity Date | 2022-11 | 2022-11 | |
Non-recourse debt [Member] | Canada Credit Facility [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 4.10% | 3.60% | |
Non-recourse debt [Member] | Canada Credit Facility [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 5.90% | 5.90% | |
Non-recourse debt [Member] | Term Loan due in 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 159 | $ 181 | |
Net Carrying Value, Current | $ 159 | $ 181 | |
Contractual Interest Rate | 6.30% | 6.10% | |
Contractual Maturity Date | 2019-12 | 2019-01 | |
Non-recourse debt [Member] | Term Loan due in 2021 [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 164 | $ 169 | |
Net Carrying Value, Current | 8 | 7 | |
Net Carrying Value, Long- Term | $ 155 | $ 162 | |
Contractual Interest Rate | 5.80% | 6.00% | |
Contractual Maturity Date | 2021-01 | 2021-01 | |
Non-recourse debt [Member] | Solar Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 50 | ||
Net Carrying Value, Long- Term | $ 50 | ||
Contractual Interest Rate | 6.00% | ||
Contractual Maturity Date | 2022-06 | ||
Non-recourse debt [Member] | China Loan Agreements [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 219 | ||
Net Carrying Value, Current | 219 | ||
Unused Committed Amount | $ 924 | ||
Contractual Interest Rate | 3.90% | ||
Contractual Maturity Date, Start | Mar. 31, 2020 | ||
Contractual Maturity Date, End | Sep. 30, 2020 | ||
Non-recourse debt [Member] | Cash equity debt [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 460 | $ 467 | |
Net Carrying Value, Current | 9 | 11 | |
Net Carrying Value, Long- Term | $ 437 | $ 442 | |
Contractual Maturity Date, Start | Jul. 31, 2033 | Jul. 31, 2033 | |
Contractual Maturity Date, End | Jan. 31, 2035 | Jan. 31, 2035 | |
Non-recourse debt [Member] | Cash equity debt [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 5.30% | 5.30% | |
Non-recourse debt [Member] | Cash equity debt [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 5.80% | 5.80% | |
Non-recourse debt [Member] | Solar asset-backed notes [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 1,187 | $ 1,214 | |
Net Carrying Value, Current | 34 | 28 | |
Net Carrying Value, Long- Term | $ 1,125 | $ 1,155 | |
Contractual Maturity Date, Start | Sep. 30, 2024 | Sep. 30, 2024 | |
Contractual Maturity Date, End | Feb. 29, 2048 | Feb. 29, 2048 | |
Non-recourse debt [Member] | Solar asset-backed notes [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 4.00% | 4.00% | |
Non-recourse debt [Member] | Solar asset-backed notes [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 7.70% | 7.70% | |
Non-recourse debt [Member] | Solar Loan-backed Notes [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 182 | $ 210 | |
Net Carrying Value, Current | 11 | 10 | |
Net Carrying Value, Long- Term | $ 164 | $ 193 | |
Contractual Maturity Date, Start | Sep. 30, 2048 | Sep. 30, 2048 | |
Contractual Maturity Date, End | Sep. 30, 2049 | Sep. 30, 2049 | |
Non-recourse debt [Member] | Solar Loan-backed Notes [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 4.80% | 4.80% | |
Non-recourse debt [Member] | Solar Loan-backed Notes [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 7.50% | 7.50% | |
Non-recourse debt [Member] | Automotive Asset-backed Notes [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid Principal Balance | $ 832 | $ 1,178 | |
Net Carrying Value, Current | 345 | 468 | |
Net Carrying Value, Long- Term | $ 484 | $ 704 | |
Contractual Maturity Date, Start | Dec. 31, 2019 | Dec. 31, 2019 | |
Contractual Maturity Date, End | Jun. 30, 2022 | Jun. 30, 2022 | |
Non-recourse debt [Member] | Automotive Asset-backed Notes [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 2.30% | 2.30% | |
Non-recourse debt [Member] | Automotive Asset-backed Notes [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Interest Rate | 7.90% | 7.90% |
Long-Term Debt Obligations - 20
Long-Term Debt Obligations - 2019 Notes - Additional Information (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Senior Notes [Member] | 0.25% Convertible Senior Notes due in 2019 ("2019 Notes") [Member] | |
Debt Instrument [Line Items] | |
Repayment of aggregate principal amount | $ 920 |
Long-Term Debt Obligations - _2
Long-Term Debt Obligations - 2024 Notes, Bond Hedges and Warrant Transactions - Additional Information (Detail) $ / shares in Units, $ in Millions | 1 Months Ended | 9 Months Ended |
May 31, 2019USD ($)d$ / sharesshares | Sep. 30, 2019USD ($) | |
Debt Instrument [Line Items] | ||
Proceeds from issuances of warrants | $ 174 | |
Senior Notes [Member] | 2.00% Convertible Senior Notes due in 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount of convertible senior notes | $ 1,840 | |
Interest Rate | 2.00% | |
Contractual Maturity Date | 2024-05 | |
Proceeds from convertible senior notes, net of underwriting discounts and issuance costs | $ 1,820 | |
Shares issued upon conversion of each $1000 principal amount | shares | 3.2276 | |
Convertible notes, conversion price | $ / shares | $ 309.83 | |
Debt instrument convertible, percentage of conversion price | 130.00% | |
Product percentage of closing sale price of common stock | 98.00% | |
Percentage of repurchase price is equal to principal amount of convertible notes | 100.00% | |
Debt conversion, converted instrument, amount | $ 491 | |
Debt instrument, effective interest rate | 8.68% | |
Payment for purchase of common stock | shares | 6,000,000 | |
Conversion price per share | $ / shares | $ 309.83 | |
Hedge transactions | $ 476 | |
Shares issued under warrants | shares | 6,000,000 | |
Exercise price of warrant | $ / shares | $ 607.50 | |
Proceeds from issuances of warrants | $ 174 | |
Senior Notes [Member] | 2.00% Convertible Senior Notes due in 2024 [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Conversion price per share | $ / shares | $ 309.83 | |
Senior Notes [Member] | 2.00% Convertible Senior Notes due in 2024 [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Conversion price per share | $ / shares | $ 607.50 | |
Senior Notes [Member] | 2.00% Convertible Senior Notes due in 2024 [Member] | One Hundred Thirty Percent Applicable Conversion Price [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument convertible consecutive trading days | d | 20 | |
Senior Notes [Member] | 2.00% Convertible Senior Notes due in 2024 [Member] | One Hundred Thirty Percent Applicable Conversion Price [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument convertible trading days | d | 30 | |
Senior Notes [Member] | 2.00% Convertible Senior Notes due in 2024 [Member] | Ninety Eight Percent Applicable Conversion Price [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument convertible consecutive trading days | d | 5 |
Long-Term Debt Obligations - Cr
Long-Term Debt Obligations - Credit Agreement - Additional Information (Detail) - Credit Agreement [Member] - Revolving Credit Facility [Member] | 1 Months Ended |
Mar. 31, 2019USD ($) | |
Debt Instrument [Line Items] | |
Senior asset-based revolving credit agreement, total lender commitments | $ 2,425,000,000 |
Senior asset-based revolving credit agreement, increase in total lender commitments | $ 500,000,000 |
Commitments extended term | 2023-07 |
Long-Term Debt Obligations - Wa
Long-Term Debt Obligations - Warehouse Agreement - Additional Information (Detail) | 1 Months Ended |
Aug. 31, 2019 | |
Non-recourse debt [Member] | Warehouse Agreements [Member] | |
Debt Instrument [Line Items] | |
Maturity Dates | Sep. 30, 2021 |
Long-Term Debt Obligations - Ch
Long-Term Debt Obligations - China Loan Agreements - Additional Information (Detail) - China Loan Agreements [Member] - CNY (¥) | 1 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2019 | |
Unsecured Facility [Member] | |||
Debt Instrument [Line Items] | |||
Unsecured facility, maximum borrowing capacity | ¥ 3,500,000,000 | ||
Unsecured Facility [Member] | RMB-denominated Loans [Member] | Peoples Bank of China One-year Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument percentage of interest rate on variable rate | 90.00% | ||
Unsecured Facility [Member] | U.S. Dollar-denominated Loans [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rate description | (ii) for U.S. dollar-denominated loans, the sum of one-year LIBOR plus 1.0%. | ||
Unsecured Facility [Member] | U.S. Dollar-denominated Loans [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument basis spread on variable rate | 1.00% | ||
Unsecured 12-Month Revolving Facility [Member] | |||
Debt Instrument [Line Items] | |||
Unsecured facility, maximum borrowing capacity | ¥ 5,000,000,000 | ¥ 5,000,000,000 | |
Unsecured 12-Month Revolving Facility [Member] | Peoples Bank of China One-year Rate [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument percentage of interest rate on variable rate | 90.00% |
Long-Term Debt Obligations - So
Long-Term Debt Obligations - Solar Revolving Credit Facility - Additional Information (Detail) - Solar Revolving Credit Facility [Member] - USD ($) | 1 Months Ended | 9 Months Ended |
Jun. 30, 2019 | Sep. 30, 2019 | |
Debt Instrument [Line Items] | ||
Senior asset-based revolving credit agreement, total lender commitments | $ 50,000,000 | |
Revolving credit facility, interest rate | 2.50% | |
LIBOR Loans [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate description | (i) for LIBOR loans, at our option, three-month LIBOR or daily LIBOR | |
Base Rate Loans [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate description | (ii) for Base Rate loans, the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Prime Rate, and (c) the three-month LIBOR plus 1.00%. | |
Base Rate Loans [Member] | Federal Funds Rate [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument basis spread on variable rate | 0.50% | |
Base Rate Loans [Member] | LIBOR [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument basis spread on variable rate | 1.00% |
Long-Term Debt Obligations - Te
Long-Term Debt Obligations - Term Loan Due in 2019 - Additional Information (Detail) | 1 Months Ended | |
Jun. 30, 2019 | Apr. 30, 2019 | |
Term Loan due in 2019 [Member] | Non-recourse debt [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, extended maturity date | 2019-12 | 2019-06 |
Long-Term Debt Obligations - Sc
Long-Term Debt Obligations - Schedule of Interest Expense (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Debt Disclosure [Abstract] | ||||
Contractual interest coupon | $ 19 | $ 11 | $ 45 | $ 32 |
Amortization of debt issuance costs | 2 | 2 | 5 | 5 |
Amortization of debt discounts | 43 | 31 | 104 | 92 |
Total | $ 64 | $ 44 | $ 154 | $ 129 |
Leases - Additional Information
Leases - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2019 | |
Schedule Of Operating And Finance Leased Assets [Line Items] | |
Lessee, operating leases, existence of option to extend | true |
Lessee, operating leases, existence of option to terminate | true |
Lessee, finance lease, existence of option to extend | true |
Lessee, finance lease, existence of option to terminate | true |
Maximum [Member] | |
Schedule Of Operating And Finance Leased Assets [Line Items] | |
Lessee, operating lease, term | 10 years |
Lessee, finance lease, term | 10 years |
Leases - Schedule of Operating
Leases - Schedule of Operating and Financing Leases Presented in Balance Sheets (Detail) $ in Millions | Sep. 30, 2019USD ($) |
Operating leases: | |
Operating lease right-of-use assets | $ 1,234 |
Accrued liabilities and other | $ 223 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccruedLiabilitiesCurrent |
Other long-term liabilities | $ 1,028 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent |
Total operating lease liabilities | $ 1,251 |
Finance leases: | |
Total finance lease assets | 1,601 |
Current portion of long-term debt and finance leases | $ 387 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | tsla:LongTermDebtAndFinanceLeasesCurrent |
Long-term debt and finance leases, net of current portion | $ 1,217 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | tsla:LongTermDebtAndFinanceLeasesNoncurrent |
Total finance lease liabilities | $ 1,604 |
Solar Energy Systems [Member] | |
Finance leases: | |
Total finance lease assets | 31 |
Property, Plant and Equipment, Net [Member] | |
Finance leases: | |
Total finance lease assets | $ 1,570 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Operating leases: | ||
Operating lease expense | $ 110 | $ 317 |
Finance leases: | ||
Amortization of leased assets | 78 | 210 |
Interest on lease liabilities | 27 | 78 |
Total finance lease expense | 105 | 288 |
Total lease expense | $ 215 | $ 605 |
Leases - Schedule of Other Info
Leases - Schedule of Other Information Related to Leases (Detail) | Sep. 30, 2019 |
Leases [Abstract] | |
Operating leases, weighted-average remaining lease term | 6 years 7 months 6 days |
Finance leases, weighted-average remaining lease term | 4 years 2 months 12 days |
Operating leases, weighted-average discount rate | 6.50% |
Finance leases, weighted-average discount rate | 6.60% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information related to Leases (Detail) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash outflows from operating leases | $ 262 | |
Operating cash outflows from finance leases (interest payments) | 76 | |
Financing cash outflows from finance leases | 223 | $ 106 |
Leased assets obtained in exchange for finance lease liabilities | 497 | |
Leased assets obtained in exchange for operating lease liabilities | $ 172 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Operating and Finance Lease Liabilities (Detail) $ in Millions | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
Operating Leases, Three months ending December 31, 2019 | $ 76 |
Operating Leases, 2020 | 289 |
Operating Leases, 2021 | 256 |
Operating Leases, 2022 | 206 |
Operating Leases, 2023 | 174 |
Operating Leases, Thereafter | 562 |
Operating Leases, Total minimum lease payments | 1,563 |
Less: Interest | 312 |
Total operating lease liabilities | 1,251 |
Less: Current portion, Operating Leases | 223 |
Long-term portion of lease obligations | 1,028 |
Finance Leases, Three months ending December 31, 2019 | 122 |
Finance Leases, 2020 | 474 |
Finance Leases, 2021 | 456 |
Finance Leases, 2022 | 576 |
Finance Leases, 2023 | 141 |
Finance Leases, Thereafter | 18 |
Total minimum lease payments, Finance Leases | 1,787 |
Less: Interest | 183 |
Total finance lease liabilities | 1,604 |
Less: Current portion, Finance Leases | 387 |
Long-term portion of lease obligations | $ 1,217 |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments Under Non-Cancellable Leases ASC 840 (Detail) $ in Millions | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
Operating Leases, 2019 | $ 276 |
Operating Leases, 2020 | 257 |
Operating Leases, 2021 | 230 |
Operating Leases, 2022 | 183 |
Operating Leases, 2023 | 158 |
Operating Leases, Thereafter | 524 |
Operating Leases, Total minimum lease payments | 1,628 |
Finance Leases, 2019 | 417 |
Finance Leases, 2020 | 503 |
Finance Leases, 2021 | 506 |
Finance Leases, 2022 | 24 |
Finance Leases, 2023 | 5 |
Finance Leases, Thereafter | 6 |
Total minimum lease payments, Finance Leases | 1,461 |
Less: Interest | 122 |
Present value of lease obligations | 1,339 |
Less: Current portion, Finance Leases | 346 |
Long-term portion of lease obligations | $ 993 |
Leases - Maturities of Operatin
Leases - Maturities of Operating Lease Receivables from Customers (Detail) $ in Millions | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
Three months ending December 31, 2019 | $ 155 |
2020 | 568 |
2021 | 418 |
2022 | 251 |
2023 | 188 |
Thereafter | 2,458 |
Total | $ 4,038 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments to be Received from Customers under Non-cancellable Operating Leases ASC 840 (Detail) $ in Millions | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 502 |
2020 | 418 |
2021 | 271 |
2022 | 187 |
2023 | 189 |
Thereafter | 2,469 |
Total | $ 4,036 |
Equity Incentive Plans - Additi
Equity Incentive Plans - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Mar. 31, 2018USD ($)Tranchesmilestone$ / sharesshares | Dec. 31, 2014Tranchesshares | Aug. 31, 2012Tranchesshares | Sep. 30, 2019USD ($)milestoneshares | Sep. 30, 2018USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)TranchesmilestoneVehicleshares | Sep. 30, 2018USD ($)Vehicle | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Contractual term of stock options, in years | 10 years | |||||||
Number of stock options grant | shares | 0 | |||||||
Unrecognized compensation expense | $ 1,550,000,000 | $ 1,550,000,000 | ||||||
Weighted-average period of recognition of unrecognized compensation, in years | 2 years 10 months 24 days | |||||||
Stock-based compensation | $ 617,000,000 | $ 544,000,000 | ||||||
Aggregate number of vehicle production | Vehicle | 300,000 | |||||||
Income tax benefit from stock option exercises | $ 0 | |||||||
Upon Completion of First Model X Production Vehicle [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Portion of stock options scheduled to vest upon successful completion of performance objectives | 25.00% | |||||||
Upon Achieving Aggregate Production of 100,000 Vehicles in Trailing 12-month Period [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Portion of stock options scheduled to vest upon successful completion of performance objectives | 25.00% | |||||||
Aggregate number of vehicle production | Vehicle | 100,000 | |||||||
Upon Completion of First Gen III Production Vehicle [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Portion of stock options scheduled to vest upon successful completion of performance objectives | 25.00% | |||||||
Annualized Gross Margin of Greater Than 30% for Any Three Year Period [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Portion of stock options scheduled to vest upon successful completion of performance objectives | 25.00% | |||||||
Gross margin | 30.00% | |||||||
Fourth Tranche [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Aggregate number of vehicle production | Vehicle | 100,000 | |||||||
Third Tranche [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Aggregate number of vehicle production | Vehicle | 200,000 | |||||||
2014 Performance-based Stock Option Grants [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of stock options grant | shares | 1,073,000 | |||||||
Number of vesting tranches | Tranches | 4 | |||||||
2014 Performance-based Stock Option Grants [Member] | Performance Condition Not Considered Probable Achievement [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Unrecognized compensation expense | 5,000,000 | $ 5,000,000 | ||||||
Stock-based compensation | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Chief Executive Officer [Member] | 2018 CEO Performance Award [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of stock options grant | shares | 20,264,042 | |||||||
Stock option awards exercise price | $ / shares | $ 350.02 | |||||||
Number of vesting tranches CEO Performance Award consists | Tranches | 12 | |||||||
Increase to market capitalization for each remaining milestone | $ 50,000,000,000 | |||||||
Number of operational milestones focused on revenue | milestone | 8 | |||||||
Number of operational milestones focused on adjusted EBITDA | milestone | 8 | |||||||
Award vesting description | Each of the 12 vesting tranches of the 2018 CEO Performance Award will vest upon certification by the Board of Directors that both (i) the market capitalization milestone for such tranche, which begins at $100 billion for the first tranche and increases by increments of $50 billion thereafter, and (ii) any one of the following eight operational milestones focused on revenue or eight operational milestones focused on Adjusted EBITDA have been met for the previous four consecutive fiscal quarters on an annualized basis. | |||||||
Number of operational milestones achieved | milestone | 2 | 2 | ||||||
Operational milestones based on total revenue | $ 20,000,000,000 | |||||||
Operational milestone based on adjusted EBITDA one | 1,500,000,000 | |||||||
Operational milestone based on adjusted EBITDA two | $ 3,000,000,000 | |||||||
Number of vesting tranches | Tranches | 0 | |||||||
Stock-based compensation | $ 56,000,000 | 56,000,000 | $ 119,000,000 | $ 167,000,000 | ||||
Chief Executive Officer [Member] | 2018 CEO Performance Award [Member] | Operational Milestones Probable of Being Achieved [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Operational milestone based on adjusted EBITDA two | 3,000,000,000 | |||||||
Chief Executive Officer [Member] | 2018 CEO Performance Award [Member] | Operational Milestones Achieved but not Vested or Probable of Being Achieved [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Unrecognized compensation expense | 431,000,000 | $ 431,000,000 | ||||||
Weighted-average period of recognition of unrecognized compensation, in years | 2 years 6 months | |||||||
Chief Executive Officer [Member] | 2018 CEO Performance Award [Member] | Operational Milestones Not Considered Probable Achievement [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Unrecognized compensation expense | 1,510,000,000 | $ 1,510,000,000 | ||||||
Chief Executive Officer [Member] | 2018 CEO Performance Award [Member] | First Tranche Milestone [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Market capitalization | $ 100,000,000,000 | |||||||
Chief Executive Officer [Member] | 2012 CEO Performance Award [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of stock options grant | shares | 5,274,901 | |||||||
Number of vesting tranches CEO Performance Award consists | Tranches | 10 | |||||||
Market capitalization | 4,000,000,000 | 4,000,000,000 | 4,000,000,000 | |||||
Stock-based compensation | 0 | 0 | 0 | |||||
Initial market capitalization | $ 3,200,000,000 | $ 3,200,000,000 | $ 3,200,000,000 | |||||
Chief Executive Officer [Member] | 2012 CEO Performance Award [Member] | Performance Condition Not Considered Probable Achievement [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Unrecognized compensation expense | $ 6,000,000 | $ 6,000,000 | ||||||
2010 Equity Incentive Plan [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares were reserved for issuance | shares | 11,859,707 | 11,859,707 | ||||||
Maximum [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Vesting period, in years | 4 years |
Equity Incentive Plans - Summar
Equity Incentive Plans - Summary of Operational Milestone Based on Revenue or Adjusted EBITDA (Detail) - Chief Executive Officer [Member] - 2018 CEO Performance Award [Member] $ in Billions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Total annualized revenue of operational milestone, one | $ 20 |
Total annualized revenue of operational milestone, two | 35 |
Total annualized revenue of operational milestone, three | 55 |
Total annualized revenue of operational milestone, four | 75 |
Total annualized revenue of operational milestone, five | 100 |
Total annualized revenue of operational milestone, six | 125 |
Total annualized revenue of operational milestone, seven | 150 |
Total annualized revenue of operational milestone, eight | 175 |
Annualized Adjusted EBITDA of operational milestone, one | 1.5 |
Annualized Adjusted EBITDA of operational milestone, two | 3 |
Annualized Adjusted EBITDA of operational milestone, three | 4.5 |
Annualized Adjusted EBITDA of operational milestone, four | 6 |
Annualized Adjusted EBITDA of operational milestone, five | 8 |
Annualized Adjusted EBITDA of operational milestone, six | 10 |
Annualized Adjusted EBITDA of operational milestone, seven | 12 |
Annualized Adjusted EBITDA of operational milestone, eight | $ 14 |
Equity Incentive Plans - Summ_2
Equity Incentive Plans - Summary of Stock-Based Compensation Expense (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 199 | $ 205 | $ 617 | $ 544 |
Cost of revenues [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 29 | 30 | 91 | 76 |
Research and development [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 72 | 66 | 216 | 193 |
Selling, general and administrative [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 98 | $ 109 | 307 | 271 |
Restructuring and other [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 3 | $ 4 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) ¥ in Millions, $ in Millions | Oct. 16, 2018USD ($)Director | Oct. 05, 2016Plaintiff | Sep. 30, 2019USD ($) | Sep. 30, 2019CNY (¥) |
Commitments And Contingencies [Line Items] | ||||
Civil penalties amount payable | $ | $ 20 | |||
Number of independent directors to be appointed | Director | 1 | |||
Number of additional independent directors to be appointed | Director | 2 | |||
Letters Of Credit Outstanding Amount | $ | $ 216 | |||
Minimum [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Independent director serving period | 3 years | |||
Maximum [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Lessee, operating lease, term | 10 years | 10 years | ||
Lawsuit in the Court of Chancery of the State of Delaware by purported stockholders of Tesla challenging SolarCity Acquisition [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Number of lawsuits filed | Plaintiff | 7 | |||
Shanghai, China [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Lessee, operating lease, term | 50 years | 50 years | ||
Capital expenditures | ¥ | ¥ 14,080 | |||
Annual tax revenues to be generated end of 2023 | ¥ | ¥ 2,230 |
Variable Interest Entity Arra_3
Variable Interest Entity Arrangements - Carrying Values of Assets and Liabilities of Subsidiary in Consolidated Balance Sheets (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets | ||||
Cash and cash equivalents | $ 5,338 | $ 3,686 | $ 2,967 | $ 3,368 |
Restricted cash | 233 | 193 | 159 | 155 |
Accounts receivable, net | 1,128 | 949 | ||
Prepaid expenses and other current assets | 660 | 366 | ||
Total current assets | 10,940 | 8,307 | ||
Non-current assets | ||||
Restricted cash, net of current portion | 255 | 398 | $ 397 | $ 442 |
Other assets | 820 | 572 | ||
Total assets | 32,795 | 29,740 | ||
Current liabilities | ||||
Accrued liabilities and other | 2,497 | 2,094 | ||
Deferred revenue | 1,045 | 630 | ||
Customer deposits | 665 | 793 | ||
Current portion of long-term debt and finance leases | 2,030 | 2,568 | ||
Total current liabilities | 10,146 | 9,993 | ||
Deferred revenue, net of current portion | 1,140 | 991 | ||
Long-term debt and finance leases, net of current portion | 11,313 | 9,404 | ||
Other long-term liabilities | 2,676 | 2,710 | ||
Operating Lease Vehicles [Member] | ||||
Non-current assets | ||||
Operating lease net | 2,253 | 2,090 | ||
Variable Interest Entities (“VIEs”) [Member] | ||||
Current assets | ||||
Cash and cash equivalents | 107 | 75 | ||
Restricted cash | 81 | 131 | ||
Accounts receivable, net | 44 | 19 | ||
Prepaid expenses and other current assets | 10 | 10 | ||
Total current assets | 242 | 235 | ||
Non-current assets | ||||
Restricted cash, net of current portion | 71 | 65 | ||
Other assets | 81 | 56 | ||
Total assets | 6,339 | 5,628 | ||
Current liabilities | ||||
Accrued liabilities and other | 102 | 133 | ||
Deferred revenue | 51 | 21 | ||
Customer deposits | 8 | |||
Current portion of long-term debt and finance leases | 603 | 663 | ||
Total current liabilities | 764 | 817 | ||
Deferred revenue, net of current portion | 233 | 178 | ||
Long-term debt and finance leases, net of current portion | 1,428 | 1,238 | ||
Other long-term liabilities | 29 | 26 | ||
Total liabilities | 2,454 | 2,259 | ||
Variable Interest Entities (“VIEs”) [Member] | Operating Lease Vehicles [Member] | ||||
Non-current assets | ||||
Operating lease net | 862 | 155 | ||
Variable Interest Entities (“VIEs”) [Member] | Solar Energy Systems [Member] | ||||
Non-current assets | ||||
Operating lease net | $ 5,083 | $ 5,117 |
Related Party Transactions - Su
Related Party Transactions - Summary of Related Party Transactions (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Related Party Transactions [Abstract] | ||
Convertible senior notes due to related parties | $ 3 | $ 3 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
May 31, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Related Party Transaction [Line Items] | ||||||
Unpaid principal balance of convertible senior note due to related parties | $ 3 | $ 3 | $ 3 | |||
Issuance of common stock public offering price | $ 78 | $ 95 | $ 173 | $ 220 | ||
Chief Executive Officer [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Common stock shares issued | 102,880 | |||||
Issuance of common stock public offering price | $ 25 |
Segment Reporting and Informa_3
Segment Reporting and Information about Geographic Areas - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2019Segment | |
Segment Reporting [Abstract] | |
Number of operating segment | 2 |
Number of reportable segment | 2 |
Segment Reporting and Informa_4
Segment Reporting and Information about Geographic Areas - Schedule of Total Revenues and Gross Margin by Reportable Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Revenue Reconciling Item [Line Items] | ||||
Revenues | $ 6,303 | $ 6,824 | $ 17,194 | $ 14,235 |
Gross profit | 1,191 | 1,524 | 2,678 | 2,599 |
Automotive Segment [Member] | ||||
Segment Reporting Revenue Reconciling Item [Line Items] | ||||
Revenues | 5,901 | 6,425 | 16,099 | 13,052 |
Gross profit | 1,103 | 1,455 | 2,539 | 2,452 |
Energy Generation and Storage [Member] | ||||
Segment Reporting Revenue Reconciling Item [Line Items] | ||||
Revenues | 402 | 399 | 1,095 | 1,183 |
Gross profit | $ 88 | $ 69 | $ 139 | $ 147 |
Segment Reporting and Informa_5
Segment Reporting and Information about Geographic Areas - Schedule of Revenues by Geographic Area (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | $ 6,303 | $ 6,824 | $ 17,194 | $ 14,235 |
United States [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 3,127 | 5,133 | 8,937 | 9,249 |
China [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 669 | 409 | 2,138 | 1,445 |
Netherlands [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 427 | 274 | 788 | 627 |
Norway [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 253 | 224 | 1,049 | 611 |
Other [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | $ 1,827 | $ 784 | $ 4,282 | $ 2,303 |
Segment Reporting and Informa_6
Segment Reporting and Information about Geographic Areas - Schedule of Long-Lived Assets by Geographic Area (Detail) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived Assets | $ 16,358 | $ 17,601 |
United States [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived Assets | 15,545 | 16,741 |
International [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived Assets | $ 813 | $ 860 |
Restructuring and Other - Addit
Restructuring and Other - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2019 | |
Restructuring Cost And Reserve [Line Items] | ||||
Employee termination expenses and losses | $ 34 | $ 50 | ||
Loss incurred for closing certain facilities | $ 49 | |||
Expenses from restructuring energy generation and storage segment | 56 | |||
Impairment loss | $ 13 | |||
Settlement and legal expenses recognized | $ 26 | |||
IPR&D [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Indefinite-lived intangible assets, impairment | $ 47 | |||
IPR&D [Member] | Energy Generation and Storage Segment [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Indefinite-lived intangible assets, impairment | 47 | |||
Impairment on related equipment | $ 15 |