Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | Apr. 23, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-41042 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 14600 Myford Road | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92606 | |
Entity Tax Identification Number | 47-3544981 | |
City Area Code | (888) | |
Local Phone Number | 748-4261 | |
Title of 12(b) Security | Class A common stock, $0.001 par value per share | |
Trading Symbol | RIVN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001874178 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Registrant Name | Rivian Automotive, Inc. / DE | |
Common Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 987,495,232 | |
Common Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 7,825,000 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents (Note 3) | $ 5,979,000,000 | $ 7,857,000,000 |
Short-term investments (Note 3) | 1,879,000,000 | 1,511,000,000 |
Accounts receivable, net | 389,000,000 | 161,000,000 |
Inventory (Note 4) | 2,797,000,000 | 2,620,000,000 |
Other current assets | 270,000,000 | 164,000,000 |
Total current assets | 11,314,000,000 | 12,313,000,000 |
Property, plant, and equipment, net (Note 5) | 3,830,000,000 | 3,874,000,000 |
Operating lease assets, net | 379,000,000 | 356,000,000 |
Other non-current assets | 211,000,000 | 235,000,000 |
Total assets | 15,734,000,000 | 16,778,000,000 |
Current liabilities: | ||
Accounts payable | 1,019,000,000 | 981,000,000 |
Accrued liabilities (Note 7) | 1,018,000,000 | 1,145,000,000 |
Current portion of lease liabilities and other current liabilities | 364,000,000 | 361,000,000 |
Total current liabilities | 2,401,000,000 | 2,487,000,000 |
Long-term debt (Note 6) | 4,433,000,000 | 4,431,000,000 |
Non-current lease liabilities | 345,000,000 | 324,000,000 |
Other non-current liabilities | 486,000,000 | 395,000,000 |
Total liabilities | 7,665,000,000 | 7,637,000,000 |
Commitments and contingencies (Note 11) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 10 shares authorized and 0 shares issued and outstanding as of December 31, 2023 and March 31, 2024 | 0 | 0 |
Common stock, $0.001 par value; 3,508 and 3,508 shares authorized and 968 and 994 shares issued and outstanding as of December 31, 2023 and March 31, 2024, respectively (Note 12) | 1,000,000 | 1,000,000 |
Additional paid-in capital | 28,070,000,000 | 27,695,000,000 |
Accumulated deficit | (20,004,000,000) | (18,558,000,000) |
Accumulated other comprehensive income | 2,000,000 | 3,000,000 |
Total stockholders' equity | 8,069,000,000 | 9,141,000,000 |
Total liabilities and stockholders' equity | $ 15,734,000,000 | $ 16,778,000,000 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 3,508,000,000 | 3,508,000,000 |
Common stock, shares issued (in shares) | 994,000,000 | 968,000,000 |
Common stock, shares outstanding (in shares) | 994,000,000 | 968,000,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Revenues (Note 2) | $ 1,204 | $ 661 |
Cost of revenues | 1,731 | 1,196 |
Gross profit | (527) | (535) |
Operating expenses | ||
Research and development | 461 | 496 |
Selling, general, and administrative | 496 | 402 |
Total operating expenses | 957 | 898 |
Loss from operations | (1,484) | (1,433) |
Interest income | 112 | 124 |
Interest expense (Note 6) | (75) | (38) |
Other (expense) income, net | 2 | (1) |
Loss before income taxes | (1,445) | (1,348) |
Provision for income taxes | (1) | (1) |
Net loss | (1,446) | (1,349) |
Net loss attributable to common stockholders, basic | (1,446) | (1,349) |
Net loss attributable to common stockholders, diluted | $ (1,446) | $ (1,349) |
Net loss per share attributable to Class A and Class B common stockholders, basic (in dollars per share) | $ (1.48) | $ (1.45) |
Net loss per share attributable to Class A and Class B common stockholders, diluted (in dollars per share) | $ (1.48) | $ (1.45) |
Weighted-average common shares outstanding, basic (in shares) | 978 | 930 |
Weighted-average common shares outstanding, diluted (in shares) | 978 | 930 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (1,446) | $ (1,349) |
Other comprehensive income (loss) | (1) | 1 |
Comprehensive loss | $ (1,447) | $ (1,348) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income |
Beginning balance (in shares) at Dec. 31, 2022 | 926 | ||||
Beginning balance at Dec. 31, 2022 | $ 13,799 | $ 1 | $ 26,926 | $ (13,126) | $ (2) |
Stockholders' Equity | |||||
Capital stock issuance (in shares) | 13 | ||||
Capital stock issuance | 5 | 5 | |||
Stock-based compensation | 286 | 286 | |||
Other comprehensive income (loss) | 1 | 1 | |||
Net loss | (1,349) | (1,349) | |||
Ending balance (in shares) at Mar. 31, 2023 | 939 | ||||
Ending balance at Mar. 31, 2023 | $ 12,742 | $ 1 | 27,217 | (14,475) | (1) |
Beginning balance (in shares) at Dec. 31, 2023 | 968 | 968 | |||
Beginning balance at Dec. 31, 2023 | $ 9,141 | $ 1 | 27,695 | (18,558) | 3 |
Stockholders' Equity | |||||
Capital stock issuance (in shares) | 26 | ||||
Capital stock issuance | 1 | 1 | |||
Stock-based compensation | 374 | 374 | |||
Other comprehensive income (loss) | (1) | (1) | |||
Net loss | $ (1,446) | (1,446) | |||
Ending balance (in shares) at Mar. 31, 2024 | 994 | 994 | |||
Ending balance at Mar. 31, 2024 | $ 8,069 | $ 1 | $ 28,070 | $ (20,004) | $ 2 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (1,446,000,000) | $ (1,349,000,000) |
Depreciation and amortization | 280,000,000 | 188,000,000 |
Stock-based compensation expense | 233,000,000 | 183,000,000 |
Inventory LCNRV write-downs and losses on firm purchase commitments | 150,000,000 | 229,000,000 |
Other non-cash activities | 53,000,000 | 2,000,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (228,000,000) | (55,000,000) |
Inventory | (435,000,000) | (781,000,000) |
Other assets | (81,000,000) | (29,000,000) |
Accounts payable and accrued liabilities | 113,000,000 | 22,000,000 |
Other liabilities | 92,000,000 | 69,000,000 |
Net cash used in operating activities | (1,269,000,000) | (1,521,000,000) |
Cash flows from investing activities: | ||
Purchases of short-term investments | (902,000,000) | 0 |
Maturities of short-term investments | 550,000,000 | 0 |
Capital expenditures | (254,000,000) | (283,000,000) |
Net cash used in investing activities | (606,000,000) | (283,000,000) |
Cash flows from financing activities: | ||
Proceeds from issuance of capital stock | 2,000,000 | 3,000,000 |
Proceeds from issuance of convertible notes | 0 | 1,485,000,000 |
Other financing activities | (4,000,000) | (3,000,000) |
Net cash provided by (used in) financing activities | (2,000,000) | 1,485,000,000 |
Effect of exchange rate changes on cash and cash equivalents | (1,000,000) | 0 |
Net change in cash | (1,878,000,000) | (319,000,000) |
Cash, cash equivalents, and restricted cash—Beginning of period | 7,857,000,000 | 12,099,000,000 |
Cash, cash equivalents, and restricted cash—End of period | 5,979,000,000 | 11,780,000,000 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Capital expenditures included in liabilities | 383,000,000 | 333,000,000 |
Capital stock issued to settle bonuses | 179,000,000 | 137,000,000 |
Right-of-use assets obtained in exchange for operating lease liabilities | $ 52,000,000 | $ 11,000,000 |
NATURE OF OPERATIONS AND PRESEN
NATURE OF OPERATIONS AND PRESENTATION | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS AND PRESENTATION | NATURE OF OPERATIONS AND PRESENTATION Description and Organization Rivian Automotive, Inc. (together with its consolidated subsidiaries, “Rivian” or the “Company”) was incorporated as a Delaware corporation on March 26, 2015. Rivian was formed for the purpose of designing, developing, manufacturing, and selling category-defining electric vehicles (”EVs”), accessories, and related services directly to customers in the consumer and commercial markets. The nature of the Company’s operations is primarily the production and sale of EVs in the United States. Basis of Presentation - Interim Financial Statements The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial information. Accordingly, they do not include all disclosures, including certain notes, required by U.S. GAAP on an annual reporting basis. These condensed consolidated financial statements are unaudited and, in the opinion of management, reflect all normal recurring adjustments necessary to fairly present the financial position, results of operations, cash flows, and change in equity for the periods presented. Results for the periods presented are not necessarily indicative of the results that may be expected for any subsequent period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (“Form 10-K”). Certain amounts in the prior period condensed consolidated financial statements have been aggregated to conform to current period presentation. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates Accounting estimates are an integral part of the condensed consolidated financial statements. These estimates require the use of judgments and assumptions that may affect the reported amounts of assets, liabilities, revenues, and expenses in the periods presented. Estimates are used for, but not limited to, inventory valuation, property, plant, and equipment, warranty reserves, leases, income taxes, stock-based compensation, commitments and contingencies, and residual value risk sharing (“RVRS ”) liability. The Company believes that the accounting estimates and related assumptions employed by the Company are appropriate and the resulting balances are reasonable under the circumstances. However, due to the inherent uncertainties involved in making estimates, the actual results could differ from the original estimates, requiring adjustments to these amounts in future periods. Derivative Instruments In the normal course of business, the Company is exposed to global market risks, including the effect of changes in certain commodity prices, interest rates, and foreign currency exchange rates, and may enter into derivative contracts, such as forwards, options, swaps, or other instruments, to manage these risks. Derivative instruments are recorded on the Condensed Consolidated Balance Sheets in either “Other current assets” or “Current portion of lease liabilities and other current liabilities” and are measured at fair value. They are classified within Level 2 of the fair value hierarchy because they are valued using observable inputs other than quoted prices for identical assets or liabilities in active markets. For commodity contracts, the Company records gains and losses resulting from changes in fair value in “Cost of revenues” in the Condensed Consolidated Statements of Operations and cash flows in “Cash flows from operating activities” in the Condensed Consolidated Statements of Cash Flows . The Company also may enter into master netting agreements with its counterparties to allow for netting of transactions with the same counterparty. The Company does not utilize derivative instruments for trading or speculative purposes. The Company has entered into commodity contracts, and the resulting asset, liability, and aggregate notional amount were not material as of December 31, 2023 and March 31, 2024. These derivatives are economic hedges used to manage overall price risk and have not been designated as hedging instruments. During the three months ended March 31, 2023 and 2024, losses resulting from changes in fair value were not material. Revenues Vehicle Sales The Company’s revenues primarily include revenue from the sale of EVs and specific services that meet the definition of a performance obligation, including over-the-air (“OTA”) vehicle software updates. Revenue from the sale of EVs is recognized at a point in time when control transfers to the customer or the lessee of JPMorgan Chase Bank, N.A. (“Chase Bank”), the Company’s financial institution providing leasing, which generally occurs upon delivery. Revenue from the sale of Electric Delivery Vans (“EDVs”) is recognized in accordance with a bill and hold arrangement, under which risk of ownership has been transferred to the customer but delivery is delayed at the request of the customer. In such cases, the EDVs are separately identified as belonging to the customer, ready for physical delivery to the customer, and the Company does not have the ability to sell the EDVs to another customer. Payment for EV sales is typically received at or prior to delivery or according to payment terms customary to the business. Sales tax is excluded from the measurement of the transaction price. As the OTA vehicle software updates represent a stand ready obligation to provide these services, revenue related to OTA vehicle software updates is recognized ratably throughout the performance period, beginning when control of the vehicle is transferred to the customer or the lessee of Chase Bank, and continuing through the estimated useful life of the EV. The Company has an obligation to share a portion of the difference between the residual value realized by Chase Bank at the end of the lease term and the residual value determined at lease inception. This obligation is recorded as a RVRS liability in “Other non-current liabilities” on the Condensed Consolidated Balance Sheets upon delivery. The RVRS liability is comprised of management’s estimate of the amount the Company is expected to pay to Chase Bank at the end of the lease term and is bifurcated from the transaction price. These estimates are based on third-party residual value publications and estimated future prices. The Company reevaluates the adequacy of the RVRS liability on a regular basis and makes revisions when necessary. These estimates are inherently uncertain, especially given the Company’s limited history of leases, and more historical experience or updates to benchmarks and projections may cause material changes to the RVRS liability in the future. As of March 31, 2024 the RVRS liability was not material. The standalone selling prices of performance obligations are estimated by considering costs to develop and deliver the good or service, third-party pricing of similar goods or services, and other available information. The transaction price is allocated among the performance obligations in proportion to the standalone selling prices. During the three months ended March 31, 2024, approximately 23% of the Company’s revenues was from Chase Bank. Other Revenues The Company generates tradable credits from various regulatory standards primarily related to zero-emission vehicles (“ZEVs”) and greenhouse gas. The Company sells these credits to other manufacturers. Revenues are recognized at the time control of the regulatory credits is transferred to the purchasing party, and payment is typically received in accordance with customary payment terms. Other revenues consist primarily of sales of vehicle trade-ins (“remarketing”), repair and maintenance services, vehicle accessories, charging, and other complementary services. Contract Liabilities The Company recognizes contract liabilities when payments are received or due before the related performance obligation is satisfied. The Company’s contract liabilities are primarily related to payments for vehicles collected prior to delivery of the EV, generally satisfied within one quarter or less, OTA vehicle software updates, generally satisfied over the estimated useful life of the EV, and extended service contracts, satisfied over the coverage period. The Company’s contract liabilities exclude fully- refundable customer deposits. The following table summarizes the Company’s contract liabilities recorded by line item on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Current portion of lease liabilities and other current liabilities $ 88 $ 91 Other non-current liabilities 133 158 Total contract liabilities $ 221 $ 249 The Company provides a manufacturer’s warranty on new consumer vehicles. A warranty reserve is accrued at the time of sale or once a specific field service action has been identified. The amount accrued is comprised of management’s estimate of the projected costs to repair, replace, or adjust defective component parts under the applicable warranty period and identified field service actions. These estimates are based on an analysis of actual claims incurred to date and expectations of the nature, frequency, and costs of future claims by vehicle model, including relevant benchmark data. The Company reevaluates the adequacy of the warranty reserve on a regular basis and makes revisions when necessary. Warranty estimates are inherently uncertain, especially given the Company’s limited history of sales, and more historical experience or updates to benchmarks and projections may cause material changes to the warranty reserve in the future. The following table summarizes the Company’s warranty and field service action reserve recorded by line item on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Current portion of lease liabilities and other current liabilities $ 91 $ 68 Other non-current liabilities 184 249 Total warranty reserve $ 275 $ 317 Warranty expense is recorded as a component of “Cost of revenues” in the Company’s Condensed Consolidated Statements of Operations . The Company’s warranty and field service action activity for the three months ended March 31, 2023 was primarily for warranties issued during the period. The following table presents the warranty and field service action activity for the three months ended March 31, 2024 (in millions): Three Months Ended Beginning balance $ 275 Warranties issued in period 49 Adjustments to pre-existing warranties 6 Warranty costs incurred (13) Ending balance $ 317 Concentration of Risk Counterparty Credit Risk Financial instruments that potentially subject the Company to concentration of counterparty credit risk consist of cash and cash equivalents, short-term investments, customer deposits, derivative instruments, and debt. The Company is exposed to credit risk on cash to the extent that a balance with a financial institution exceeds the Federal Deposit Insurance Company insurance limits. The Company is exposed to credit risk on cash equivalents and short-term investments to the extent that counterparties are unable to settle maturities or sales of investments and on customer deposits to the extent that counterparties are unable to complete the corresponding purchase transaction. The Company is exposed to credit risk on derivative instruments to the extent that counterparties are unable to settle derivative asset positions and on debt to the extent that the senior secured asset-based revolving credit facility (“ABL Facility”) lenders are not able to extend credit. The degree of counterparty credit risk varies based on many factors, including the duration of the transaction and the contractual terms of the agreement. As of December 31, 2023 and March 31, 2024, all of the Company’s cash, typically in amounts exceeding insured limits, was distributed across several large financial institutions that the Company believes are of high credit quality. Management evaluates and approves credit standards and oversees the credit risk management function related to cash equivalents, short-term investments, and customer deposits. As of December 31, 2023 and March 31, 2024, the counterparties to the Company’s derivative instruments and the ABL Facility lenders are financial institutions that the Company believes are of high credit quality. Supply Risk The Company is subject to risks related to its dependence on its suppliers, the majority of which are single source providers of input materials or components for the Company’s products. Any inability or unwillingness of the Company’s suppliers to deliver necessary input materials or product components, including semiconductors, at timing, prices, quality, and volumes that are acceptable to the Company could have a material impact on the Company’s business, prospects, financial condition, results of operations, and cash flows. Fluctuations in the cost of input materials or product components and supply interruptions or shortages could materially impact the Company’s business. Upcoming Accounting Standards Not Yet Adopted ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures updates required disclosures of significant reportable segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of a segment's profit or loss. This ASU also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources. The ASU is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, though early adoption is permitted. Adoption of the ASU should be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the presentational impact of this ASU and expects to adopt in the year ended December 31, 2024. ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Cash and cash equivalents include cash in banks, highly liquid investments, and term deposits with maturities of three months or less recorded in “Cash and cash equivalents” on the Condensed Consolidated Balance Sheets . Short-term investments are available-for-sale debt securities and term deposits with maturities over three and up to twelve months recorded in “Short-term investments” on the Condensed Consolidated Balance Sheets . The following table presents the fair value of the Company’s cash and cash equivalents and short-term investments and their corresponding level within the fair value hierarchy: December 31, 2023 March 31, 2024 Level Amount Level Amount Cash and cash equivalents: Cash $ 1,245 $ 1,094 Money market funds 1 6,070 1 4,701 Commercial paper 2 517 2 134 Term deposits — — 2 50 United States Treasury securities 1 25 1 — Total $ 7,857 $ 5,979 Short-term investments: Commercial paper — $ — 2 $ 366 United States Treasury securities 1 1,061 1 1,088 Term deposits 2 450 2 425 Total $ 1,511 $ 1,879 Total cash and cash equivalents and short-term investments $ 9,368 $ 7,858 As of December 31, 2023 and March 31, 2024, the fair value of cash equivalents and short-term investments approximated their cost. Fair value measurements classified within Level 2 of the fair value hierarchy are determined using observable inputs other than quoted prices for identical assets in active markets. Refer to Note 2 “Summary of Significant Accounting Policies” and Note 6 "Debt" for more information about the fair value of the Company’s derivative instruments and debt, respectively. |
INVENTORY AND INVENTORY VALUATI
INVENTORY AND INVENTORY VALUATION | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
INVENTORY AND INVENTORY VALUATION | INVENTORY AND INVENTORY VALUATION The following table summarizes the components of “Inventory” on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Raw materials and work in progress $ 1,584 $ 1,825 Finished goods 1,036 972 Total inventory $ 2,620 $ 2,797 Inventory is stated at the lower of cost or net realizable value (“LCNRV”) and consists of raw materials, work in progress, finished goods, and service parts. Included within work in progress are end of line vehicles pending final inspection which have historically not been material. As of March 31, 2024, end of line vehicles increased to $290 million due to the vehicles awaiting a specific part. Subsequent to quarter end, the majority of these vehicles have been through final inspection and factory gated. The Company’s ending inventory was written down by $319 million and $328 million for LCNRV as of December 31, 2023 and March 31, 2024, respectively. Additionally, the Company has LCNRV losses related to firm purchase commitments which were $126 million and $45 million as of December 31, 2023 and March 31, 2024, respectively, and are reflected in the “Inventory” component of “Accrued liabilities” on the Condensed Consolidated Balance Sheets . Refer to Note 7 "Accrued Liabilities" for more information about Accrued liabilities. The Company recorded a $229 million and $150 million charge to reflect the LCNRV of inventory and losses on firm purchase commitments as of March 31, 2023 and March 31, 2024, respectively, in “Cost of revenues” in the Company’s Condensed Consolidated Statements of Operations . |
PROPERTY, PLANT, AND EQUIPMENT,
PROPERTY, PLANT, AND EQUIPMENT, NET | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT, AND EQUIPMENT, NET | PROPERTY, PLANT, AND EQUIPMENT, NET The following table summarizes the components of “Property, plant, and equipment, net” on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Land, buildings, and building improvements $ 972 $ 1,002 Leasehold improvements 417 435 Machinery, equipment, vehicles, and office furniture 3,068 3,186 Computer equipment, hardware, and software 515 545 Construction in progress 698 746 Total property, plant, and equipment 5,670 5,914 Accumulated depreciation and amortization (1,796) (2,084) Total property, plant, and equipment, net $ 3,874 $ 3,830 |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The following table summarizes the Company’s outstanding debt: December 31, 2023 March 31, 2024 Maturity Amount Effective Interest Rate Amount Effective Interest Rate 2026 Notes 2026 $ 1,250 12.0 % $ 1,250 12.0 % 2029 Green Convertible Notes 2029 1,500 4.9 % 1,500 4.9 % 2030 Green Convertible Notes 2030 1,725 3.8 % 1,725 3.8 % Total long-term debt 4,475 4,475 Less unamortized discount and debt issuance costs (44) (42) Long-term debt, less unamortized discount and debt issuance costs 4,431 4,433 Less current portion — — Total long-term debt, less current portion $ 4,431 $ 4,433 ABL Facility In April 2023, the Company amended and restated the credit agreement governing the ABL Facility. Availability under the ABL Facility is based on the lesser of the borrowing base and the committed $1,500 million cap and reduced by borrowings and the issuance of letters of credit. As of March 31, 2024, the Company had no borrowings under the ABL Facility and $305 million of letters of credit outstanding, resulting in availability under the ABL Facility of $1,195 million after giving effect to the borrowing base and the outstanding letters of credit. As of March 31, 2024, the Company was in compliance with all covenants required by the ABL Facility. 2026 Notes In October 2021, the Company issued $1,250 million aggregate principal amount of senior secured floating rate notes due October 2026 (the “2026 Notes”) to certain new and existing investors of the Company. As of March 31, 2024, the interest rate payable on the 2026 Notes was 11.5%, and the Company was in compliance with all covenants required by the 2026 Notes. The 2026 Notes are classified within Level 2 of the fair value hierarchy because they are valued using quoted prices for identical assets in markets that are not active. As of December 31, 2023 and March 31, 2024, the fair value of the 2026 Notes was $1,250 million and $1,271 million, respectively. Green Convertible Notes 2029 Green Convertible Notes In March 2023, the Company issued $1,500 million principal amount of green convertible unsecured senior notes due March 2029 (the “2029 Green Convertible Notes”) at a discount of $15 million in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (“Securities Act”). The 2029 Green Convertible Notes accrue interest at a rate of 4.625% per annum, payable semi-annually in arrears on March 15 and September 15 . The 2029 Green Convertible Notes are classified within Level 2 of the fair value hierarchy because they are valued using quoted prices for identical assets in markets that are not active. As of December 31, 2023 and March 31, 2024, the fair value of the 2029 Green Convertible Notes was $2,110 million and $1,241 million, respectively. 2030 Green Convertible Notes In October 2023, the Company issued $1,725 million principal amount of the 2030 Green Convertible Notes at a discount of $15 million in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The 2030 Green Convertible Notes accrue interest at a rate of 3.625% per annum, payable semi-annually in arrears on April 15 and October 15. The 2030 Green Convertible Notes are classified within Level 2 of the fair value hierarchy because they are valued using quoted prices for identical assets in markets that are not active. As of December 31, 2023 and March 31, 2024, the fair value of the 2030 Green Convertible Notes was $2,121 million and $1,213 million, respectively. The Company intends to use the net proceeds from the 2029 Green Convertible Notes and 2030 Green Convertible Notes (together the “Green Convertible Notes”) to finance, refinance, or make direct investments in, in whole or in part, one or more new or existing eligible green projects, as described in the Company’s green financing framework. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
ACCRUED LIABILITIES | ACCRUED LIABILITIES The following table summarizes the components of “Accrued liabilities” on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Payroll and related costs $ 328 $ 188 Capital expenditures 263 258 Inventory 241 260 Other products and services 169 124 Other 144 188 Total accrued liabilities $ 1,145 $ 1,018 During the three months ended March 31, 2023 and 2024, we carried out certain restructuring actions in order to reduce costs and improve efficiency. As a result, we recognized $42 million and $30 million of costs related to employee termination expenses during the three months ended March 31, 2023 and 2024, respectively, and have a remaining liability of $14 million as of March 31, 2024. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company’s provision for income taxes was not material and the effective tax rate was 0% for the three months ended March 31, 2023 and 2024. The Company maintains a valuation allowance on all deferred tax assets except in certain foreign jurisdictions, as it has concluded that it is more likely than not that these assets will not be utilized. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION Stock Plans The Company's 2015 Long-Term Incentive Plan ("2015 Stock Plan") and 2021 Incentive Award Plan (“2021 Stock Plan” and, together, “Stock Plans”) permit the grant of restricted stock units (“RSUs”), stock options, and other stock-based awards to employees, non-employee directors, and consultants. Stock option activity during the three months ended March 31, 2024 was not material . The following table summarizes the Company’s restricted stock unit activity during the three months ended March 31, 2024: RSUs Number of Shares Weighted-Average Grant-Date Fair Value Outstanding at December 31, 2023 56 $ 22.36 Granted 22 $ 12.58 Exercised / Vested (25) $ 15.18 Forfeited / Cancelled (2) $ 22.99 Outstanding at March 31, 2024 51 $ 21.73 Vested and expected to vest at March 31, 2024 51 $ 21.73 The following table summarizes the Company’s stock-based compensation expense for the Stock Plans and 2021 Employee Stock Purchase Plan (“ESPP”) by line item in the Condensed Consolidated Statements of Operations (in millions): Three Months Ended March 31, 2023 2024 Cost of revenues $ 18 $ 23 Research and development 84 124 Selling, general, and administrative 81 86 Total stock-based compensation expense $ 183 $ 233 As of March 31, 2024, the Company’s unrecognized stock-based compensation expense for unvested awards was $1,233 million, which is expected to be recognized over a weighted-average period of 5.5 years and 1.7 years for stock options and RSUs outstanding, respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Revenues The Company recorded $72 million and $338 million for the three months ended March 31, 2023 and 2024, respectively, in revenues from Amazon.com, Inc. and its affiliates (“Amazon”), within “Revenues” in the Condensed Consolidated Statements of Operations , primarily related to the sale of EDVs. As of December 31, 2023 and March 31, 2024, the uncollected amounts related to these revenues in “Accounts receivable, net” on the Condensed Consolidated Balance Sheets were $6 million and $120 million, respectively. As of December 31, 2023 and March 31, 2024, contract liabilities related to these revenues, primarily related to extended service contracts, were $72 million and $93 million, respectively. Refer to Note 2 "Summary of Significant Accounting Policies" for more information about revenues. Operating Expenses |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Legal Proceedings and Loss Contingencies The Company is involved in legal proceedings and evaluates other loss contingencies primarily related to supplier contract claims and employment matters which may result in liabilities of the Company. Although the Company believes it has valid defenses with respect to these matters, as of December 31, 2023 and March 31, 2024, the Company recorded approximately $80 million and $190 million, respectively, for estimated probable losses related to these matters in “Accrued liabilities” on the Condensed Consolidated Balance Sheets . The increase in the accrued liability is primarily related to liabilities incurred during the three months ended March 31, 2024 with suppliers regarding contract modifications and terminations as part of the Company’s cost of revenue efficiency initiatives recorded within “Cost of revenues” in the Condensed Consolidated Statements of Operations . As of March 31, 2024, although the majority of the accrued liability has been agreed upon with the suppliers, the Company estimates it is reasonably possible that losses in excess of the accrued liability could occur, up to approximately $270 million, or an excess of $80 million over the accrued liability recorded. The Company expects the majority of the matters to be resolved within the next 12 months. |
STOCKHOLDERS' EQUITY AND NET LO
STOCKHOLDERS' EQUITY AND NET LOSS PER SHARE | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity And Earnings Per Share [Abstract] | |
STOCKHOLDERS' EQUITY AND NET LOSS PER SHARE | STOCKHOLDERS’ EQUITY AND NET LOSS PER SHARE The Company has two classes of common stock: Class A common stock and Class B common stock. Shares of Class A common stock and Class B common stock are identical, except with respect to voting and conversion rights. As of December 31, 2023 and March 31, 2024, 960 million and 986 million shares of Class A common stock were issued and outstanding, respectively. As of December 31, 2023 and March 31, 2024, 8 million shares of Class B common stock were issued and outstanding. As of December 31, 2023 and March 31, 2024, 3,500 million shares of Class A common stock and 8 million shares of Class B common stock were authorized. Because the rights of the holders of Class A and Class B common stock, including liquidation and dividend rights, are identical except with respect to voting and conversion rights, undistributed earnings are allocated on a proportionate basis. As a result, net loss per share attributable to common stockholders is the same for Class A and Class B common stock, whether on an individual or combined basis. Diluted net loss per share is computed by giving effect to all potential shares of common stock, to the extent dilutive, including shares underlying the Green Convertible Notes, stock options, unvested RSUs, shares underlying the Company’s ESPP, other stock-based awards, and stock warrants. Potential shares of common stock are excluded from the computation of diluted net loss per share if their effect would have been anti-dilutive for the periods presented or if the issuance of shares is contingent upon events that did not occur by the end of the period, in the case of the Green Convertible Notes, stock options with a market condition, and other stock-based awards. The following table presents the number of potential shares of common stock outstanding as of the end of each period that were excluded from the computation of diluted net loss per share for each period (in millions): Three Months Ended 2023 2024 Green Convertible Notes 75 149 Stock warrants 12 12 Stock options 62 61 RSUs, ESPP, and other stock-based awards 43 58 Total 192 280 Capped Calls are excluded from the calculation of diluted earnings per share as they would be antidilutive. However, upon conversion, there will be no economic dilution from the 2030 Green Convertible Notes unless the market price of the Company’s Class A common stock exceeds the cap price as exercise of the Capped Calls offsets any dilution from the 2030 Green Convertible Notes from the conversion price up to the cap price. A reconciliation of the numerator and denominator used in the calculation of basic and diluted net loss per share is as follows (in millions, except per share data): Three Months Ended March 31, 2023 2024 Numerator Net loss attributable to Rivian $ (1,349) $ (1,446) Net loss attributable to common stockholders, basic and diluted $ (1,349) $ (1,446) Denominator Weighted-average Class A and Class B common shares outstanding - basic 930 978 Effect of dilutive securities — — Weighted-average Class A and Class B common shares outstanding - diluted 930 978 Net loss per share attributable to Class A and Class B common stockholders, basic and diluted $ (1.45) $ (1.48) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On May 2, 2024, Rivian and the State of Illinois acting by and through the Department of Commerce and Economic Opportunity (the “DCEO”) entered into a REV Tax Credit Agreement, effective as of April 29, 2024 (the “Effective Date”). Pursuant to the REV Tax Credit Agreement, the Company agreed to renovate and expand its existing manufacturing operations at the Normal Factory (the “Project”), make capital expenditures of at least $1.5 billion within 60 months from the date the REV Tax Credit Agreement is executed (the “Investment Commitment”), and by December 31, 2029, create a minimum of 559 full-time new-jobs above the existing statewide Illinois employment baseline of 8,587 at the Project (the “New Jobs Commitment”) with such jobs paying annual wages equal to or greater than 120% of the average wage paid to full-time employees in a similar position within an occupation group in the county where the Project is located. The Company also agreed to retain a minimum of 6,000 existing full-time jobs in Illinois (the “Retained Jobs Commitment”). The Investment Commitment together with the New Jobs Commitment and the Retained Jobs Commitment are collectively the “Company Commitments”. Once the Project has been placed in service, if the Company fails to maintain the New Job Commitment and the Retained Jobs Commitment, then it shall lose the ability to claim tax credits under the REV Tax Credit Agreement until such time that it satisfies the New Jobs Commitment and the Retained Job Commitment. The Company also agreed to maintain operations at the Project for a minimum of 15 years from the date that the expansion is placed into service and the failure to do so would obligate the Company to repay all credits realized under the REV Tax Credit Agreement. As consideration for and as a condition to the Company Commitments, the Company is eligible for an incentives package valued at up to $827 million, including tax credits and exemptions, and grants to offset eligible costs of the Project. Tax credits will be eligible for issuance for an initial period of 15 years, with an opportunity for an additional fifteen-year extension. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net loss attributable to Rivian | $ (1,446) | $ (1,349) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 shares | |
Trading Arrangements, by Individual | |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Robert J. Scaringe [Member] | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | On March 8, 2024, Robert J. Scaringe, the Company’s Founder and Chief Executive Officer, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act, for the sale of up to 4,000,000 shares of the Company’s Class A common stock. Dr. Scaringe’s Rule 10b5-1 trading arrangement is |
Name | Robert J. Scaringe |
Title | Founder and Chief Executive Officer |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | March 8, 2024 |
Arrangement Duration | 458 days |
Aggregate Available | 4,000,000 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation - Interim Financial Statements | The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial information. Accordingly, they do not include all disclosures, including certain notes, required by U.S. GAAP on an annual reporting basis. These condensed consolidated financial statements are unaudited and, in the opinion of management, reflect all normal recurring adjustments necessary to fairly present the financial position, results of operations, cash flows, and change in equity for the periods presented. Results for the periods presented are not necessarily indicative of the results that may be expected for any subsequent period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (“Form 10-K”). Certain amounts in the prior period condensed consolidated financial statements have been aggregated to conform to current period presentation. |
Use of Estimates | Accounting estimates are an integral part of the condensed consolidated financial statements. These estimates require the use of judgments and assumptions that may affect the reported amounts of assets, liabilities, revenues, and expenses in the periods presented. Estimates are used for, but not limited to, inventory valuation, property, plant, and equipment, warranty reserves, leases, income taxes, stock-based compensation, commitments and contingencies, and residual value risk sharing (“RVRS ”) |
Derivative Instruments | In the normal course of business, the Company is exposed to global market risks, including the effect of changes in certain commodity prices, interest rates, and foreign currency exchange rates, and may enter into derivative contracts, such as forwards, options, swaps, or other instruments, to manage these risks. Derivative instruments are recorded on the Condensed Consolidated Balance Sheets in either “Other current assets” or “Current portion of lease liabilities and other current liabilities” and are measured at fair value. They are classified within Level 2 of the fair value hierarchy because they are valued using observable inputs other than quoted prices for identical assets or liabilities in active markets. For commodity contracts, the Company records gains and losses resulting from changes in fair value in “Cost of revenues” in the Condensed Consolidated Statements of Operations and cash flows in “Cash flows from operating activities” in the Condensed Consolidated Statements of Cash Flows . The Company also may enter into master netting agreements with its counterparties to allow for netting of transactions with the same counterparty. The Company does not utilize derivative instruments for trading or speculative purposes. The Company has entered into commodity contracts, and the resulting asset, liability, and aggregate notional amount were not material as of December 31, 2023 and March 31, 2024. These derivatives are economic hedges used to manage overall |
Revenues | Vehicle Sales The Company’s revenues primarily include revenue from the sale of EVs and specific services that meet the definition of a performance obligation, including over-the-air (“OTA”) vehicle software updates. Revenue from the sale of EVs is recognized at a point in time when control transfers to the customer or the lessee of JPMorgan Chase Bank, N.A. (“Chase Bank”), the Company’s financial institution providing leasing, which generally occurs upon delivery. Revenue from the sale of Electric Delivery Vans (“EDVs”) is recognized in accordance with a bill and hold arrangement, under which risk of ownership has been transferred to the customer but delivery is delayed at the request of the customer. In such cases, the EDVs are separately identified as belonging to the customer, ready for physical delivery to the customer, and the Company does not have the ability to sell the EDVs to another customer. Payment for EV sales is typically received at or prior to delivery or according to payment terms customary to the business. Sales tax is excluded from the measurement of the transaction price. As the OTA vehicle software updates represent a stand ready obligation to provide these services, revenue related to OTA vehicle software updates is recognized ratably throughout the performance period, beginning when control of the vehicle is transferred to the customer or the lessee of Chase Bank, and continuing through the estimated useful life of the EV. The Company has an obligation to share a portion of the difference between the residual value realized by Chase Bank at the end of the lease term and the residual value determined at lease inception. This obligation is recorded as a RVRS liability in “Other non-current liabilities” on the Condensed Consolidated Balance Sheets upon delivery. The RVRS liability is comprised of management’s estimate of the amount the Company is expected to pay to Chase Bank at the end of the lease term and is bifurcated from the transaction price. These estimates are based on third-party residual value publications and estimated future prices. The Company reevaluates the adequacy of the RVRS liability on a regular basis and makes revisions when necessary. These estimates are inherently uncertain, especially given the Company’s limited history of leases, and more historical experience or updates to benchmarks and projections may cause material changes to the RVRS liability in the future. As of March 31, 2024 the RVRS liability was not material. The standalone selling prices of performance obligations are estimated by considering costs to develop and deliver the good or service, third-party pricing of similar goods or services, and other available information. The transaction price is allocated among the performance obligations in proportion to the standalone selling prices. During the three months ended March 31, 2024, approximately 23% of the Company’s revenues was from Chase Bank. Other Revenues The Company generates tradable credits from various regulatory standards primarily related to zero-emission vehicles (“ZEVs”) and greenhouse gas. The Company sells these credits to other manufacturers. Revenues are recognized at the time control of the regulatory credits is transferred to the purchasing party, and payment is typically received in accordance with customary payment terms. Other revenues consist primarily of sales of vehicle trade-ins (“remarketing”), repair and maintenance services, vehicle accessories, charging, and other complementary services. Contract Liabilities |
Warranty and Field Service Actions | The Company provides a manufacturer’s warranty on new consumer vehicles. A warranty reserve is accrued at the time of sale or once a specific field service action has been identified. The amount accrued is comprised of management’s estimate of the projected costs to repair, replace, or adjust defective component parts under the applicable warranty period and identified field service actions. These estimates are based on an analysis of actual claims incurred to date and expectations of the nature, frequency, and costs of future claims by vehicle model, including relevant benchmark data. The Company reevaluates the adequacy of the warranty reserve on a regular basis and makes revisions when necessary. Warranty estimates are inherently uncertain, especially given the Company’s limited history of sales, and more historical experience or updates to benchmarks and projections may cause material changes to the warranty reserve in the future. |
Concentration of Risk | Counterparty Credit Risk Financial instruments that potentially subject the Company to concentration of counterparty credit risk consist of cash and cash equivalents, short-term investments, customer deposits, derivative instruments, and debt. The Company is exposed to credit risk on cash to the extent that a balance with a financial institution exceeds the Federal Deposit Insurance Company insurance limits. The Company is exposed to credit risk on cash equivalents and short-term investments to the extent that counterparties are unable to settle maturities or sales of investments and on customer deposits to the extent that counterparties are unable to complete the corresponding purchase transaction. The Company is exposed to credit risk on derivative instruments to the extent that counterparties are unable to settle derivative asset positions and on debt to the extent that the senior secured asset-based revolving credit facility (“ABL Facility”) lenders are not able to extend credit. The degree of counterparty credit risk varies based on many factors, including the duration of the transaction and the contractual terms of the agreement. As of December 31, 2023 and March 31, 2024, all of the Company’s cash, typically in amounts exceeding insured limits, was distributed across several large financial institutions that the Company believes are of high credit quality. Management evaluates and approves credit standards and oversees the credit risk management function related to cash equivalents, short-term investments, and customer deposits. As of December 31, 2023 and March 31, 2024, the counterparties to the Company’s derivative instruments and the ABL Facility lenders are financial institutions that the Company believes are of high credit quality. Supply Risk The Company is subject to risks related to its dependence on its suppliers, the majority of which are single source providers of input materials or components for the Company’s products. Any inability or unwillingness of the Company’s suppliers to deliver necessary input materials or product components, including semiconductors, at timing, prices, quality, and volumes that are acceptable to the Company could have a material impact on the Company’s business, prospects, financial condition, results of operations, and cash flows. Fluctuations in the cost of input materials or product components and supply interruptions or shortages could materially impact the Company’s business. |
Upcoming Accounting Standards Not Yet Adopted | ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures updates required disclosures of significant reportable segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of a segment's profit or loss. This ASU also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources. The ASU is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, though early adoption is permitted. Adoption of the ASU should be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the presentational impact of this ASU and expects to adopt in the year ended December 31, 2024. ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
Cash and Cash Equivalents | Cash and cash equivalents include cash in banks, highly liquid investments, and term deposits with maturities of three months or less recorded in “Cash and cash equivalents” on the Condensed Consolidated Balance Sheets |
Short-Term Investments | Short-term investments are available-for-sale debt securities and term deposits with maturities over three and up to twelve months recorded in “Short-term investments” on the Condensed Consolidated Balance Sheets . |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Contract with Customer Liability | The following table summarizes the Company’s contract liabilities recorded by line item on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Current portion of lease liabilities and other current liabilities $ 88 $ 91 Other non-current liabilities 133 158 Total contract liabilities $ 221 $ 249 |
Schedule of Product Warranty Liability | The following table summarizes the Company’s warranty and field service action reserve recorded by line item on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Current portion of lease liabilities and other current liabilities $ 91 $ 68 Other non-current liabilities 184 249 Total warranty reserve $ 275 $ 317 Three Months Ended Beginning balance $ 275 Warranties issued in period 49 Adjustments to pre-existing warranties 6 Warranty costs incurred (13) Ending balance $ 317 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis | The following table presents the fair value of the Company’s cash and cash equivalents and short-term investments and their corresponding level within the fair value hierarchy: December 31, 2023 March 31, 2024 Level Amount Level Amount Cash and cash equivalents: Cash $ 1,245 $ 1,094 Money market funds 1 6,070 1 4,701 Commercial paper 2 517 2 134 Term deposits — — 2 50 United States Treasury securities 1 25 1 — Total $ 7,857 $ 5,979 Short-term investments: Commercial paper — $ — 2 $ 366 United States Treasury securities 1 1,061 1 1,088 Term deposits 2 450 2 425 Total $ 1,511 $ 1,879 Total cash and cash equivalents and short-term investments $ 9,368 $ 7,858 |
INVENTORY AND INVENTORY VALUA_2
INVENTORY AND INVENTORY VALUATION (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | The following table summarizes the components of “Inventory” on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Raw materials and work in progress $ 1,584 $ 1,825 Finished goods 1,036 972 Total inventory $ 2,620 $ 2,797 |
PROPERTY, PLANT, AND EQUIPMEN_2
PROPERTY, PLANT, AND EQUIPMENT, NET (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | The following table summarizes the components of “Property, plant, and equipment, net” on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Land, buildings, and building improvements $ 972 $ 1,002 Leasehold improvements 417 435 Machinery, equipment, vehicles, and office furniture 3,068 3,186 Computer equipment, hardware, and software 515 545 Construction in progress 698 746 Total property, plant, and equipment 5,670 5,914 Accumulated depreciation and amortization (1,796) (2,084) Total property, plant, and equipment, net $ 3,874 $ 3,830 |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The following table summarizes the Company’s outstanding debt: December 31, 2023 March 31, 2024 Maturity Amount Effective Interest Rate Amount Effective Interest Rate 2026 Notes 2026 $ 1,250 12.0 % $ 1,250 12.0 % 2029 Green Convertible Notes 2029 1,500 4.9 % 1,500 4.9 % 2030 Green Convertible Notes 2030 1,725 3.8 % 1,725 3.8 % Total long-term debt 4,475 4,475 Less unamortized discount and debt issuance costs (44) (42) Long-term debt, less unamortized discount and debt issuance costs 4,431 4,433 Less current portion — — Total long-term debt, less current portion $ 4,431 $ 4,433 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | The following table summarizes the components of “Accrued liabilities” on the Condensed Consolidated Balance Sheets (in millions): December 31, 2023 March 31, 2024 Payroll and related costs $ 328 $ 188 Capital expenditures 263 258 Inventory 241 260 Other products and services 169 124 Other 144 188 Total accrued liabilities $ 1,145 $ 1,018 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement, Activity | The following table summarizes the Company’s restricted stock unit activity during the three months ended March 31, 2024: RSUs Number of Shares Weighted-Average Grant-Date Fair Value Outstanding at December 31, 2023 56 $ 22.36 Granted 22 $ 12.58 Exercised / Vested (25) $ 15.18 Forfeited / Cancelled (2) $ 22.99 Outstanding at March 31, 2024 51 $ 21.73 Vested and expected to vest at March 31, 2024 51 $ 21.73 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | The following table summarizes the Company’s stock-based compensation expense for the Stock Plans and 2021 Employee Stock Purchase Plan (“ESPP”) by line item in the Condensed Consolidated Statements of Operations (in millions): Three Months Ended March 31, 2023 2024 Cost of revenues $ 18 $ 23 Research and development 84 124 Selling, general, and administrative 81 86 Total stock-based compensation expense $ 183 $ 233 |
STOCKHOLDERS' EQUITY AND NET _2
STOCKHOLDERS' EQUITY AND NET LOSS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity And Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table presents the number of potential shares of common stock outstanding as of the end of each period that were excluded from the computation of diluted net loss per share for each period (in millions): Three Months Ended 2023 2024 Green Convertible Notes 75 149 Stock warrants 12 12 Stock options 62 61 RSUs, ESPP, and other stock-based awards 43 58 Total 192 280 |
Schedule of Earnings Per Share, Basic and Diluted | A reconciliation of the numerator and denominator used in the calculation of basic and diluted net loss per share is as follows (in millions, except per share data): Three Months Ended March 31, 2023 2024 Numerator Net loss attributable to Rivian $ (1,349) $ (1,446) Net loss attributable to common stockholders, basic and diluted $ (1,349) $ (1,446) Denominator Weighted-average Class A and Class B common shares outstanding - basic 930 978 Effect of dilutive securities — — Weighted-average Class A and Class B common shares outstanding - diluted 930 978 Net loss per share attributable to Class A and Class B common stockholders, basic and diluted $ (1.45) $ (1.48) |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer Benchmark | Customer Concentration Risk | Chase Bank | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 23% |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Contact Liabilities (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Accounting Policies [Abstract] | ||
Current portion of lease liabilities and other current liabilities | $ 91 | $ 88 |
Other non-current liabilities | 158 | 133 |
Total contract liabilities | $ 249 | $ 221 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Product Warranty Reserve (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Accounting Policies [Abstract] | ||
Current portion of lease liabilities and other current liabilities | $ 68 | $ 91 |
Other non-current liabilities | 249 | 184 |
Total warranty reserve | $ 317 | $ 275 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Product Warranty Liability (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |
Beginning balance | $ 275 |
Warranties issued in period | 49 |
Adjustments to pre-existing warranties | 6 |
Warranty costs incurred | (13) |
Ending balance | $ 317 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - Fair Value, Recurring - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, fair value | $ 5,979,000,000 | $ 7,857,000,000 |
Short-term investments, fair value | 1,879,000,000 | 1,511,000,000 |
Total cash and cash equivalents and short-term investments | 7,858,000,000 | 9,368,000,000 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments, fair value | 0 | |
Fair Value, Inputs, Level 1 | United States Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments, fair value | 1,088,000,000 | 1,061,000,000 |
Fair Value, Inputs, Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments, fair value | 366,000,000 | |
Fair Value, Inputs, Level 2 | Term deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments, fair value | 425,000,000 | 450,000,000 |
Cash | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, fair value | 1,094,000,000 | 1,245,000,000 |
Money market funds | Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, fair value | 4,701,000,000 | 6,070,000,000 |
Commercial paper | Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, fair value | 134,000,000 | 517,000,000 |
Term deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, fair value | 0 | |
Term deposits | Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, fair value | 50,000,000 | |
United States Treasury securities | Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents, fair value | $ 0 | $ 25,000,000 |
INVENTORY AND INVENTORY VALUA_3
INVENTORY AND INVENTORY VALUATION - Schedule of Inventory (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Raw materials and work in progress | $ 1,825 | $ 1,584 |
Finished goods | 972 | 1,036 |
Total inventory | $ 2,797 | $ 2,620 |
INVENTORY AND INVENTORY VALUA_4
INVENTORY AND INVENTORY VALUATION - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Inventory [Line Items] | |||
Inventory write-down | $ 328 | $ 319 | |
Accrued inventory, firm purchase commitments, current | 45 | $ 126 | |
Charge to reflect the LCNRV of inventory and losses on firm purchase commitments | 150 | $ 229 | |
End Of Line Vehicles | |||
Inventory [Line Items] | |||
End of line vehicles | $ 290 |
PROPERTY, PLANT, AND EQUIPMEN_3
PROPERTY, PLANT, AND EQUIPMENT, NET - Schedule of Property, Plant, and Equipment (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Total property, plant, and equipment | $ 5,914 | $ 5,670 |
Accumulated depreciation and amortization | (2,084) | (1,796) |
Property, plant, and equipment, net (Note 5) | 3,830 | 3,874 |
Land, buildings, and building improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant, and equipment | 1,002 | 972 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant, and equipment | 435 | 417 |
Machinery, equipment, vehicles, and office furniture | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant, and equipment | 3,186 | 3,068 |
Computer equipment, hardware, and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant, and equipment | 545 | 515 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant, and equipment | $ 746 | $ 698 |
PROPERTY, PLANT, AND EQUIPMEN_4
PROPERTY, PLANT, AND EQUIPMENT, NET - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 274 | $ 184 |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Total long-term debt | $ 4,475 | $ 4,475 |
Less unamortized discount and debt issuance costs | (42) | (44) |
Long-term debt, less unamortized discount and debt issuance costs | 4,433 | 4,431 |
Less current portion | 0 | 0 |
Total long-term debt, less current portion | 4,433 | 4,431 |
Notes 2026 | Senior Notes | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 1,250 | $ 1,250 |
Effective interest rate (as a percent) | 12% | 12% |
Convertible Green Notes Due 2029 | Convertible Debt | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 1,500 | $ 1,500 |
Effective interest rate (as a percent) | 4.90% | 4.90% |
Convertible Green Notes Due 2030 | Convertible Debt | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 1,725 | $ 1,725 |
Effective interest rate (as a percent) | 3.80% | 3.80% |
DEBT - Narrative (Details)
DEBT - Narrative (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 | Oct. 31, 2023 | Apr. 30, 2023 | Mar. 31, 2023 | Oct. 31, 2021 |
Line of Credit Facility [Line Items] | ||||||
Long-term debt | $ 4,433,000,000 | $ 4,431,000,000 | ||||
Notes 2026 | Senior Notes | ||||||
Line of Credit Facility [Line Items] | ||||||
Principal amount | $ 1,250,000,000 | |||||
Stated interest rate (as a percent) | 11.50% | |||||
Notes 2026 | Senior Notes | Fair Value, Inputs, Level 2 | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, fair value disclosure | $ 1,271,000,000 | 1,250,000,000 | ||||
Convertible Green Notes Due 2029 | Convertible Debt | ||||||
Line of Credit Facility [Line Items] | ||||||
Principal amount | $ 1,500,000,000 | |||||
Stated interest rate (as a percent) | 4.625% | |||||
Issue discount | $ 15,000,000 | |||||
Convertible Green Notes Due 2029 | Convertible Debt | Fair Value, Inputs, Level 2 | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, fair value disclosure | 1,241,000,000 | 2,110,000,000 | ||||
Convertible Green Notes Due 2030 | Convertible Debt | ||||||
Line of Credit Facility [Line Items] | ||||||
Principal amount | $ 1,725,000,000 | |||||
Stated interest rate (as a percent) | 3.625% | |||||
Issue discount | $ 15,000,000 | |||||
Convertible Green Notes Due 2030 | Convertible Debt | Fair Value, Inputs, Level 2 | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, fair value disclosure | 1,213,000,000 | $ 2,121,000,000 | ||||
Revolving Credit Facility | ABL Facility | Line of Credit | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowing capacity | $ 1,500,000,000 | |||||
Long-term debt | 0 | |||||
Remaining borrowing capacity | 1,195,000,000 | |||||
Letter of Credit | ABL Facility | Line of Credit | ||||||
Line of Credit Facility [Line Items] | ||||||
Letters of credit outstanding, amount | $ 305,000,000 |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Payroll and related costs | $ 188 | $ 328 |
Capital expenditures | 258 | 263 |
Inventory | 260 | 241 |
Other products and services | 124 | 169 |
Other | 188 | 144 |
Total accrued liabilities | $ 1,018 | $ 1,145 |
ACCRUED LIABILITIES - Narrative
ACCRUED LIABILITIES - Narrative (Details) - Employee Severance - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | $ 30 | $ 42 |
Remaining restructuring liability | $ 14 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate (as a percent) | 0% | 0% |
STOCK-BASED COMPENSATION - Shar
STOCK-BASED COMPENSATION - Share-based Payment Arrangement, Activity (Details) - Restricted Stock Units (RSUs) shares in Millions | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Number of Shares (in millions) | |
Outstanding at beginning of period (in shares) | shares | 56 |
Granted (in shares) | shares | 22 |
Exercised (in shares) | shares | (25) |
Forfeited / cancelled (in shares) | shares | (2) |
Outstanding at end of period (in shares) | shares | 51 |
Vested and expected to vest (in shares) | shares | 51 |
Weighted-Average Grant-Date Fair Value | |
Outstanding at beginning of period (in USD per share) | $ / shares | $ 22.36 |
Outstanding at end of period (in shares) | $ / shares | 21.73 |
Granted (in USD per share) | $ / shares | 12.58 |
Exercised (in USD per share) | $ / shares | 15.18 |
Forfeited / cancelled (in USD per share) | $ / shares | 22.99 |
Vested and expected to vest (in USD per share) | $ / shares | $ 21.73 |
STOCK-BASED COMPENSATION - Sh_2
STOCK-BASED COMPENSATION - Share-based Payment Arrangement, Expensed and Capitalized, Amount (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 233 | $ 183 |
Cost of revenues | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation expense | 23 | 18 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation expense | 124 | 84 |
Selling, general, and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 86 | $ 81 |
STOCK-BASED COMPENSATION - Narr
STOCK-BASED COMPENSATION - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation expense | $ 1,233 |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation expense period for recognition (in years) | 5 years 6 months |
Restricted Stock Units (RSUs) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation expense period for recognition (in years) | 1 year 8 months 12 days |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | |||
Revenues | $ 1,204 | $ 661 | |
Accounts receivable, net | 389 | $ 161 | |
Total contract liabilities | 249 | 221 | |
Amazon | Principal Owner | |||
Related Party Transaction [Line Items] | |||
Revenues | 338 | 72 | |
Accounts receivable, net | 120 | 6 | |
Total contract liabilities | 93 | $ 72 | |
Amazon | Principal Owner | Hosting, Storage, And Compute Services Expense | |||
Related Party Transaction [Line Items] | |||
Expenses | $ 20 | $ 17 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Loss Contingencies [Line Items] | ||
Loss contingency | $ 190 | $ 80 |
Loss contingency, range of possible loss, portion not accrued | 80 | |
Maximum | ||
Loss Contingencies [Line Items] | ||
Loss contingency, estimate | $ 270 |
STOCKHOLDERS' EQUITY AND NET _3
STOCKHOLDERS' EQUITY AND NET LOSS PER SHARE - Narrative (Details) - shares | Mar. 31, 2024 | Dec. 31, 2023 |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Common stock, shares outstanding (in shares) | 994,000,000 | 968,000,000 |
Common stock, shares issued (in shares) | 994,000,000 | 968,000,000 |
Common stock, shares authorized (in shares) | 3,508,000,000 | 3,508,000,000 |
Common Class A | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Common stock, shares outstanding (in shares) | 986,000,000 | 960,000,000 |
Common stock, shares issued (in shares) | 986,000,000 | 960,000,000 |
Common stock, shares authorized (in shares) | 3,500,000,000 | 3,500,000,000 |
Common Class B | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Common stock, shares outstanding (in shares) | 8,000,000 | 8,000,000 |
Common stock, shares issued (in shares) | 8,000,000 | 8,000,000 |
Common stock, shares authorized (in shares) | 8,000,000 | 8,000,000 |
STOCKHOLDERS' EQUITY AND NET _4
STOCKHOLDERS' EQUITY AND NET LOSS PER SHARE - Antidilutive Securities (Details) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 280 | 192 |
Green Convertible Notes | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 149 | 75 |
Stock warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 12 | 12 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 61 | 62 |
RSUs, ESPP, and other stock-based awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 58 | 43 |
STOCKHOLDERS' EQUITY AND NET _5
STOCKHOLDERS' EQUITY AND NET LOSS PER SHARE - Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator | ||
Net loss attributable to Rivian | $ (1,446) | $ (1,349) |
Net loss attributable to common stockholders, basic | (1,446) | (1,349) |
Net loss attributable to common stockholders, diluted | $ (1,446) | $ (1,349) |
Denominator | ||
Weighted-average Class A and Class B common shares outstanding - basic (in shares) | 978,000,000 | 930,000,000 |
Effect of dilutive securities (in shares) | 0 | 0 |
Weighted-average Class A and Class B common shares outstanding - diluted (in shares) | 978,000,000 | 930,000,000 |
Net loss per share attributable to Class A and Class B common stockholders, basic (in dollars per share) | $ (1.48) | $ (1.45) |
Net loss per share attributable to Class A and Class B common stockholders, diluted (in dollars per share) | $ (1.48) | $ (1.45) |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - Illinois DCEO $ in Millions | May 02, 2024 USD ($) newJob job existingFull-timeJob |
Subsequent Event [Line Items] | |
Capital expenditure commitment | $ 1,500 |
Capital expenditure commitment, period from tax credit agreement | 60 months |
Number of full-time new jobs above baseline | newJob | 559 |
Employment baseline | job | 8,587 |
Annual wages in excess of county average wages, percent | 120% |
Tax credit issuance, initial period | 15 years |
Tax credit issuance, extension period | 15 years |
Contractual operation termination period | 10 years |
Minimum | |
Subsequent Event [Line Items] | |
Number of existing full-time jobs | existingFull-timeJob | 6,000 |
Operational period | 15 years |
Maximum | |
Subsequent Event [Line Items] | |
Incentives package value | $ 827 |