Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Oct. 31, 2013 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'TSLA | ' |
Entity Registrant Name | 'TESLA MOTORS INC | ' |
Entity Central Index Key | '0001318605 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 122,593,928 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets | ' | ' |
Cash and cash equivalents | $795,116 | $201,890 |
Restricted cash | 1,265 | 19,094 |
Accounts receivable | 47,580 | 26,842 |
Inventory | 347,545 | 268,504 |
Prepaid expenses and other current assets | 27,260 | 8,438 |
Total current assets | 1,218,766 | 524,768 |
Operating lease vehicles, net | 268,824 | 10,071 |
Property, plant and equipment, net | 654,482 | 552,229 |
Restricted cash | 8,110 | 5,159 |
Other assets | 16,027 | 21,963 |
Total assets | 2,166,209 | 1,114,190 |
Current liabilities | ' | ' |
Accounts payable | 302,439 | 303,382 |
Accrued liabilities | 74,531 | 39,798 |
Deferred revenue | 63,739 | 1,905 |
Capital lease obligations, current portion | 5,971 | 4,365 |
Customer deposits | 140,277 | 138,817 |
Convertible debt | 582,502 | ' |
Long-term debt, current portion | ' | 50,841 |
Total current liabilities | 1,169,459 | 539,108 |
Common stock warrant liability | ' | 10,692 |
Capital lease obligations, less current portion | 10,931 | 9,965 |
Deferred revenue, less current portion | 131,298 | 3,060 |
Long-term debt, net, less current portion | 582,500 | 401,495 |
Resale value guarantee | 159,010 | ' |
Other long-term liabilities | 53,848 | 25,170 |
Total liabilities | 1,524,546 | 989,490 |
Commitments and contingencies (Notes 6 and 10) | ' | ' |
Convertible debt | 77,498 | ' |
Stockholders' equity | ' | ' |
Preferred stock; $0.001 par value; 100,000,000 shares authorized; no shares issued and outstanding | ' | ' |
Common stock; $0.001 par value; 2,000,000,000 shares authorized as of September 30, 2013 and December 31, 2012, respectively; 122,566,098 and 114,214,274 shares issued and outstanding as of September 30, 2013and December 31, 2012, respectively | 123 | 115 |
Additional paid-in capital | 1,687,397 | 1,190,191 |
Accumulated deficit | -1,123,355 | -1,065,606 |
Total stockholders' equity | 564,165 | 124,700 |
Total liabilities and stockholders' equity | $2,166,209 | $1,114,190 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Statement Of Financial Position [Abstract] | ' | ' |
Preferred stock par value | $0.00 | $0.00 |
Preferred stock shares authorized | 100,000,000 | 100,000,000 |
Preferred stock shares issued | ' | ' |
Preferred stock shares outstanding | ' | ' |
Common stock par value | $0.00 | $0.00 |
Common stock shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock shares issued | 122,566,098 | 114,214,274 |
Common stock shares outstanding | 122,566,098 | 114,214,274 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenues | ' | ' | ' | ' |
Automotive sales | $430,196 | $50,023 | $1,386,934 | $91,323 |
Development services | 1,150 | 81 | 11,343 | 15,601 |
Total revenues | 431,346 | 50,104 | 1,398,277 | 106,924 |
Cost of revenues | ' | ' | ' | ' |
Automotive sales | 324,883 | 58,865 | 1,090,300 | 92,947 |
Development services | 3,595 | ' | 8,304 | 7,767 |
Total cost of revenues | 328,478 | 58,865 | 1,098,604 | 100,714 |
Gross profit (loss) | 102,868 | -8,761 | 299,673 | 6,210 |
Operating expenses | ' | ' | ' | ' |
Research and development | 56,351 | 61,901 | 163,523 | 205,146 |
Selling, general and administrative | 77,071 | 37,798 | 184,080 | 104,464 |
Total operating expenses | 133,422 | 99,699 | 347,603 | 309,610 |
Loss from operations | -30,554 | -108,460 | -47,930 | -303,400 |
Interest income | 68 | 38 | 97 | 203 |
Interest expense | -6,492 | -78 | -26,705 | -228 |
Other income (expense), net | -740 | -2,188 | 18,018 | -2,573 |
Loss before income taxes | -37,718 | -110,688 | -56,520 | -305,998 |
Provision for income taxes | 778 | 116 | 1,230 | 284 |
Net loss | ($38,496) | ($110,804) | ($57,750) | ($306,282) |
Net loss per share of common stock, basic and diluted | ($0.32) | ($1.05) | ($0.49) | ($2.91) |
Weighted average shares used in computing net loss per share of common stock, basic and diluted | 121,862,497 | 105,556,162 | 118,282,194 | 105,195,640 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Statement Of Income And Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net loss | ($38,496) | ($110,804) | ($57,750) | ($306,282) |
Other comprehensive income, net of tax: | ' | ' | ' | ' |
Unrealized net loss on short-term marketable securities | ' | ' | ' | -6 |
Reclassification adjustment for gain included in net income | ' | ' | ' | 6 |
Other comprehensive income | ' | ' | ' | ' |
Comprehensive loss | ($38,496) | ($110,804) | ($57,750) | ($306,282) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash Flows From Operating Activities | ' | ' |
Net loss | ($57,750) | ($306,282) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ' | ' |
Depreciation and amortization | 68,498 | 16,033 |
Stock-based compensation | 55,566 | 35,729 |
Amortization of Department of Energy (DOE) loan origination costs | 5,558 | ' |
Inventory write-downs | 6,788 | 4,089 |
Amortization of discount on convertible debt | 5,344 | ' |
Change in fair value of DOE warrant liability | -10,692 | 896 |
Other non-cash operating activities | 2,205 | 1,377 |
Changes in operating assets and liabilities | ' | ' |
Accounts receivable | -20,738 | 375 |
Inventories and operating lease vehicles | -358,417 | -104,032 |
Prepaid expenses and other current assets | -8,900 | 1,751 |
Other assets | 38 | -146 |
Accounts payable | 27,322 | 73,351 |
Accrued liabilities | 34,188 | -1,834 |
Deferred revenue | 190,072 | -109 |
Customer deposits | 1,461 | 46,577 |
Resale value guarantee | 159,010 | ' |
Other long-term liabilities | 28,679 | 3,635 |
Net cash provided by (used in) operating activities | 128,232 | -228,590 |
Cash Flows From Investing Activities | ' | ' |
Purchases of property and equipment, excluding capital leases | -174,790 | -175,175 |
Withdrawals out of our dedicated DOE accounts, net | 14,752 | 8,472 |
Decrease (increase) in other restricted cash | 126 | -4,478 |
Purchases of marketable securities | ' | -14,992 |
Maturities of short-term marketable securities | ' | 40,000 |
Net cash used in investing activities | -159,912 | -146,173 |
Cash Flows From Financing Activities | ' | ' |
Proceeds from convertible debt | 660,000 | ' |
Proceeds from issuance of warrants | 120,318 | ' |
Purchase of convertible note hedges | -177,540 | ' |
Proceeds from issuance of common stock in public offering | 360,000 | ' |
Proceeds from issuance of common stock in private placement | 55,000 | ' |
Common stock and convertible debt issuance costs | -16,374 | ' |
Principal payments on DOE loans | -452,337 | ' |
Proceeds from exercise of stock options and other stock issuances | 82,219 | 18,078 |
Principal payments on capital leases and other debt | -6,380 | -1,684 |
Proceeds from DOE loans | ' | 188,796 |
Net cash provided by financing activities | 624,906 | 205,190 |
Net increase (decrease) in cash and cash equivalents | 593,226 | -169,573 |
Cash and cash equivalents at beginning of period | 201,890 | 255,266 |
Cash and cash equivalents at end of period | 795,116 | 85,693 |
Supplemental disclosure of noncash investing activities: | ' | ' |
Acquisition of property and equipment included in accounts payable and accrued liabilities | $24,708 | $36,240 |
Overview_of_the_Company
Overview of the Company | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Overview of the Company | ' | ||||||||||||
1. Overview of the Company | |||||||||||||
Tesla Motors, Inc. (Tesla, 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 advanced electric vehicle powertrain components. We have wholly-owned subsidiaries in North America, Europe and Asia. The primary purpose of these subsidiaries is to market, sell and/or service our vehicles. | |||||||||||||
Public Offerings and Concurrent Private Placements | |||||||||||||
In May 2013, we completed a public offering of common stock and sold a total of 3,902,862 shares of our common stock for total cash proceeds of approximately $355.5 million (which includes 487,857 shares or $45.0 million sold to Elon Musk, our Chief Executive Officer (CEO)), net of underwriting discounts and offering costs. We also sold 596,272 shares of our common stock to our CEO and received total cash proceeds of $55.0 million in a private placement at the public offering price. Concurrent with these equity transactions, we also issued $660.0 million principal amount of 1.50% convertible senior notes due June 2018 (Notes) in a public offering and received total cash proceeds of approximately $648.0 million, net of underwriting discounts and offering costs (see Note 6). | |||||||||||||
In October 2012, we completed a public offering of common stock and sold a total of 7,964,601 shares of our common stock for total cash proceeds of $222.1 million (which includes 35,398 shares or $1.0 million sold to our CEO), net of underwriting discounts and offering costs. | |||||||||||||
Restatement of Prior Year Amounts | |||||||||||||
In conjunction with our Annual Report on Form 10-K for the year ended December 31, 2012 filed with the Securities and Exchange Commission (SEC) on March 7, 2013, we restated the unaudited condensed consolidated statement of cash flows for the nine months ended September 30, 2012. Amounts related to purchases of property and equipment during the period that were not paid as of September 30, 2012 were erroneously included as cash outflows from investing activities in our previously issued financial statements. This correction resulted in a $22.6 million decrease in purchases of property and equipment included in cash flows used in investing activities and a corresponding increase in the change in accounts payable resulting in an increase in cash flows used in operating activities. We also corrected our supplemental disclosure of noncash acquisition of property and equipment by an increase of $34.4 million for the nine months ended September 30, 2012. There was no impact on our previously reported total cash and cash equivalents, condensed consolidated balance sheet or condensed consolidated statement of operations. | |||||||||||||
As detailed in the table below, this restatement impacted the following condensed consolidated cash flow line items (in thousands): | |||||||||||||
Nine Months Ended | |||||||||||||
September 30, 2012 | |||||||||||||
As | Adjustment | As | |||||||||||
Previously | Restated | ||||||||||||
Reported | |||||||||||||
Cash Flows From Operating Activities | |||||||||||||
Accounts payable and accrued liabilities | $ | 94,087 | $ | (22,570 | ) | $ | 71,517 | ||||||
Net cash used in operating activities | (206,020 | ) | (22,570 | ) | (228,590 | ) | |||||||
Cash Flows From Investing Activities | |||||||||||||
Purchases of property and equipment, excluding capital leases | (197,745 | ) | 22,570 | (175,175 | ) | ||||||||
Net cash used in investing activities | (168,743 | ) | 22,570 | (146,173 | ) | ||||||||
Supplemental disclosure of noncash investing activities | |||||||||||||
Acquisition of property and equipment | 1,810 | 34,430 | 36,240 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||||||
2. Summary of Significant Accounting Policies | |||||||||||||||||
Basis of Consolidation | |||||||||||||||||
The condensed consolidated financial statements include the accounts of Tesla and its wholly-owned subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements, and reported amounts of expenses during the reporting period, including revenue recognition, residual value of operating lease vehicles, inventory valuation, warranties, fair value of financial instruments and stock-based compensation. Actual results could differ materially from those estimates. | |||||||||||||||||
Unaudited Interim Financial Statements | |||||||||||||||||
The accompanying condensed consolidated balance sheet as of September 30, 2013, the condensed consolidated statements of operations for the three and nine months ended September 30, 2013 and 2012, the condensed consolidated statements of comprehensive loss for the three and nine months ended September 30, 2013 and 2012 and the condensed consolidated statements of cash flows for the nine months ended September 30, 2013 and 2012 and other information disclosed in the related notes are unaudited. The condensed consolidated balance sheet as of December 31, 2012 was derived from our audited consolidated financial statements at that date. The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes contained in our Form 10-K for the year ended December 31, 2012 filed with the SEC. | |||||||||||||||||
The accompanying interim condensed consolidated financial statements and related disclosures 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 condensed 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 year or interim period. | |||||||||||||||||
Revenue Recognition | |||||||||||||||||
We recognize revenues from sales of Model S and the Tesla Roadster, including vehicle options and accessories, vehicle service and sales of regulatory credits, such as zero emission vehicle and greenhouse gas emission credits, as well as sales of electric vehicle powertrain components and systems, such as battery packs and drive units. We recognize revenue when: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred and there are no uncertainties regarding customer acceptance; (iii) fees are fixed or determinable; and (iv) collection is reasonably assured. | |||||||||||||||||
For Model S sales, revenue is generally recognized when all risks and rewards of ownership are transferred to our customers. In certain circumstances, we may deliver a vehicle to a customer without all of the options ordered by the customer, provided that such options do not limit the functionality of the vehicle. In such cases, we continue to defer the related revenue based on the undelivered items’ fair value, as evidenced by the contractual price of the option in stand-alone transactions, where available, or using the selling price hierarchy where such prices do not exist. Additionally, if a customer purchases a vehicle option that requires us to provide services in the future, we will defer the related revenue based on the undelivered items’ fair value and recognize the associated revenue over our expected performance period. As of September 30, 2013, we had deferred $17.5 million related to the purchase of vehicle service plans and $7.2 million related to access to our Supercharger network. | |||||||||||||||||
Resale Value Guarantee | |||||||||||||||||
In April 2013, we began offering a resale value guarantee to all customers who purchased a Model S in the United States and financed their vehicle through one of our specified commercial banking partners. Under the program, Model S customers have the option of selling their vehicle back to us during the period of 36 to 39 months after delivery for a pre-determined resale value. Although we receive the full amount of cash for the vehicle sales price at delivery, we account for transactions under the resale value guarantee program as operating leases. Accordingly, we defer and amortize to automotive sales revenue the initial purchase consideration less resale value guarantee amount on a straight-line basis, over the contractual term of the guarantee program. Similarly, we capitalize and depreciate the cost of the respective operating lease vehicles less resale value guarantee amount to cost of automotive sales over the same period. If a customer decides not to sell their vehicle back to us by the end of the resale value guarantee term, any unamortized deferred revenue and operating lease vehicle net book value is then recognized in automotive sales and cost of automotive sales, respectively. | |||||||||||||||||
The resale value guarantee amount represents management’s best estimate as to the resale value of the Model S vehicle and related vehicle options during the 36 to 39 month period after delivery. Since we are depreciating our operating lease vehicles to the resale value guarantee amount, we will adjust our depreciation estimates as needed, if the resale value is projected to be lower in future periods. As we accumulate more actual data related to the resale experience of Model S, we may be required to make significant changes to our estimates. | |||||||||||||||||
As of September 30, 2013, we recorded $160.8 million in deferred revenues and $159.0 million in resale value guarantee related to Model S deliveries with the resale value guarantee and recorded $262.8 million in operating lease vehicles, net. During the three and nine months ended September 30, 2013, we recognized revenue of $9.4 million and $11.3 million in automotive sales, and $5.9 million and $7.3 million in cost of automotive sales related to this program. | |||||||||||||||||
Warranties | |||||||||||||||||
We began recording warranty reserves with the commencement of Tesla Roadster sales in 2008. Initially, Tesla Roadsters were sold with a warranty of three years or 36,000 miles, which we extended to four years or 50,000 miles for the purchasers of our 2008 Tesla Roadster. Tesla Roadster customers had the opportunity to purchase an Extended Service plan for the period after the end of the New Vehicle Limited Warranty to cover additional services for an additional three years or 36,000 miles, provided they are purchased within a specified period of time. In June 2012, we commenced deliveries of Model S. Model S is sold with a warranty of four years or 50,000 miles for most vehicle components and which covers the battery pack for a period of eight years or 125,000 miles or unlimited miles, depending on the size of the vehicle’s battery. Model S customers also have the opportunity to purchase an Extended Service plan for the period after the end of the New Vehicle Limited Warranty to cover additional services for an additional four years or 50,000 miles, provided they are purchased within a specified period of time. The battery pack’s charging capacity is not covered under the New Vehicle Limited Warranty or any Extended Service plan. Accrued warranty activity consisted of the following for the periods presented (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Accrued warranty - beginning of period | $ | 36,877 | $ | 5,723 | $ | 13,012 | $ | 6,315 | |||||||||
Warranty costs incurred | (6,392 | ) | (958 | ) | (11,100 | ) | (2,640 | ) | |||||||||
Changes in liability for pre-existing warranties, including expirations | 4,878 | — | 8,052 | — | |||||||||||||
Provision for warranty | 18,359 | 1,455 | 43,758 | 2,545 | |||||||||||||
Accrued warranty - end of period | $ | 53,722 | $ | 6,220 | $ | 53,722 | $ | 6,220 | |||||||||
We provide a warranty on all vehicle, production powertrain components and systems sales, and we accrue warranty reserves at the time a vehicle or production powertrain component or system is delivered to the customer. Warranty reserves include management’s best estimate of the projected costs to repair or to replace any items under warranty, based on actual warranty experience as it becomes available and other known factors that may impact our evaluation of historical data. For new vehicles, warranty reserves are based on management’s best estimate of projected warranty experience until adequate historical data is accumulated. Our warranty reserves do not include projected warranty costs associated with our resale value guarantee vehicles as such actual warranty costs are expensed as incurred. For the three and nine months ended September 30, 2013, warranty costs incurred for our resale value guarantee vehicles were $0.7 million and $1.1 million, respectively. We may have material changes as we accumulate more actual data and experience. We review our reserves at least quarterly to ensure that our accruals are adequate in meeting expected future warranty obligations, and we will adjust our estimates as needed. Warranty expense is recorded as a component of cost of revenues in the consolidated statements of operations. The portion of the warranty provision which is expected to be incurred within 12 months from the balance sheet date is classified as current, while the remaining amount is classified as long-term. | |||||||||||||||||
Concentration of Risk | |||||||||||||||||
Credit Risk | |||||||||||||||||
Financial instruments that potentially subject us to a concentration of credit risk consist of cash, cash equivalents, restricted cash and accounts receivable. Our cash equivalents are primarily invested in money market funds with high credit quality financial institutions in the United States. At times, these deposits and securities may be in excess of insured limits. We invest cash not required for use in operations in high credit quality securities based on our investment policy. Our investment policy provides guidelines and limits regarding credit quality, investment concentration, investment type, and maturity that we believe will provide liquidity while reducing risk of loss of capital. | |||||||||||||||||
As of September 30, 2013 and December 31, 2012, our accounts receivable were derived primarily from sales of regulatory credits, as well as the development and sales of powertrain systems to other global automobile manufacturers (OEMs). Accounts receivable also include amounts to be received from our commercial banking partners for approved financing arranged between the customer and each banking partner. | |||||||||||||||||
The following summarizes the accounts receivable from our OEM customers in excess of 10% of our total accounts receivable: | |||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Customer A | 31 | % | 56 | % | |||||||||||||
Customer B | 9 | % | 15 | % | |||||||||||||
Supply Risk | |||||||||||||||||
Although there may be multiple suppliers available, many of the components used in our vehicles are purchased by us from a single source. If these single source suppliers fail to satisfy our requirements on a timely basis at competitive prices, we could suffer manufacturing delays, a possible loss of revenues, or incur higher cost of sales, any of which could adversely affect our operating results. | |||||||||||||||||
Net Loss per Share of Common Stock | |||||||||||||||||
Our basic and diluted net loss per share of common stock is calculated by dividing net loss by the weighted-average shares of common stock outstanding for the period. Potentially dilutive shares, which are based on the number of shares underlying outstanding stock options and warrants as well as our Notes, are not included when their effect is antidilutive. | |||||||||||||||||
The following table presents the potential weighted common shares outstanding that were excluded from the computation of basic and diluted net loss per share of common stock for the periods, related to the following securities: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Stock options | 14,390,740 | 6,836,618 | 13,126,128 | 7,069,406 | |||||||||||||
Convertible senior notes | 852,987 | — | 453,255 | — | |||||||||||||
Employee stock purchase plan | 16,401 | 47,446 | 16,401 | 47,446 | |||||||||||||
Restricted stock units | 8,870 | — | 69 | — | |||||||||||||
DOE warrant | — | 2,307,715 | — | 2,340,734 | |||||||||||||
Since we will settle the principal amount of our Notes in cash, we use the treasury stock method for calculating any potential dilutive effect of the conversion spread on diluted net income per share, if applicable. The conversion spread will have a dilutive impact on diluted net income per share of common stock when the average market price of our common stock for a given period exceeds the conversion price of $124.52 per share. | |||||||||||||||||
Uncertain Tax Positions | |||||||||||||||||
As of September 30, 2013 and December 31, 2012, the aggregate balances of our gross unrecognized tax benefits were $15.9 million and $12.6 million, respectively, of which if recognized, $1.1 million and $0.3 million would affect our effective tax rate, respectively. |
Balance_Sheet_Components
Balance Sheet Components | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' | ||||||||
Balance Sheet Components | ' | ||||||||
3. Balance Sheet Components | |||||||||
Inventory | |||||||||
As of September 30, 2013 and December 31, 2012, our inventory consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Raw materials | $ | 164,346 | $ | 163,637 | |||||
Work in process | 38,608 | 24,535 | |||||||
Finished goods | 102,387 | 62,559 | |||||||
Service parts | 42,204 | 17,773 | |||||||
Total | $ | 347,545 | $ | 268,504 | |||||
Property, Plant and Equipment | |||||||||
As of September 30, 2013 and December 31, 2012, our property, plant and equipment, net, consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Machinery, equipment and office furniture | $ | 292,970 | $ | 223,745 | |||||
Tooling | 219,577 | 172,584 | |||||||
Leasehold improvements | 74,396 | 39,224 | |||||||
Bulding and building improvements | 62,710 | 50,574 | |||||||
Land | 45,020 | 26,391 | |||||||
Computer equipment and software | 32,281 | 22,125 | |||||||
Construction in progress | 43,910 | 75,129 | |||||||
770,864 | 609,772 | ||||||||
Less: Accumulated depreciation and amortization | (116,382 | ) | (57,543 | ) | |||||
Total | $ | 654,482 | $ | 552,229 | |||||
Construction in progress is comprised primarily of assets related to the manufacturing of our Model S, including tooling and manufacturing equipment and capitalized interest expense. Depreciation of these assets begins when they are ready for their intended use. Interest expense on outstanding debt is capitalized during the period of significant capital asset construction. Capitalized interest on construction in progress is included in property, plant and equipment, and is amortized over the life of the related assets. During the three and nine months ended September 30, 2013, we capitalized $0.4 million and $2.9 million, respectively. During the three and nine months ended September 30, 2012, we capitalized $2.1 million and $5.5 million, respectively. | |||||||||
Depreciation and amortization expense during the three and nine months ended September 30, 2013 was $21.2 million and $58.8 million, respectively. Depreciation and amortization expense during the three and nine months ended September 30, 2012 was $6.8 million and $13.7 million, respectively. | |||||||||
In July 2013, we completed the purchase of approximately 31 acres of land located in Fremont, California that is adjacent to our current manufacturing facility for potential future expansion. We paid $18.5 million related to this purchase. | |||||||||
Other Assets | |||||||||
As of September 30, 2013 and December 31, 2012, our other assets consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Emission permits | $ | 13,837 | $ | 14,267 | |||||
Loan facility issuance costs, net | — | 5,759 | |||||||
Other | 2,190 | 1,937 | |||||||
Total | $ | 16,027 | $ | 21,963 | |||||
Emission permits are related to the operation of our Tesla Factory; therefore, we amortize the emission permits over the same useful life. Loan facility issuance costs associated with our Department of Energy (DOE) loan facility (see Note 6) were fully amortized to interest expense during the nine months ended September 30, 2013 upon the extinguishment of our DOE loan facility in May 2013. | |||||||||
Accrued Liabilities | |||||||||
As of September 30, 2013 and December 31, 2012, our accrued liabilities consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Payroll and related costs | $ | 20,147 | $ | 15,525 | |||||
Taxes payable | 18,645 | 9,710 | |||||||
Accrued warranty | 17,228 | 3,056 | |||||||
Accrued purchases | 13,835 | 10,334 | |||||||
Other | 4,676 | 1,173 | |||||||
Total | $ | 74,531 | $ | 39,798 | |||||
Other Long-Term Liabilities | |||||||||
As of September 30, 2013 and December 31, 2012, our other long-term liabilities consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Accrued warranty, long-term | 36,493 | 9,957 | |||||||
Deferred rent liability | 8,530 | 6,075 | |||||||
Environmental liabilities | 5,300 | 5,300 | |||||||
Other | 3,525 | 3,838 | |||||||
Total | $ | 53,848 | $ | 25,170 | |||||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 9 Months Ended | ||||||||||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||||||||||||||||||
4. Fair Value of Financial Instruments | |||||||||||||||||||||||||||||||||
The carrying values of our financial instruments including cash equivalents, accounts receivable and accounts payable approximate their fair value due to their short-term nature. As a basis for determining the fair value of certain of our assets and liabilities, we established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: (Level I) observable inputs such as quoted prices in active markets; (Level II) inputs other than the quoted prices in active markets that are observable either directly or indirectly; and (Level III) unobservable inputs in which there is little or no market data which requires us to develop our own assumptions. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Our financial assets that are measured at fair value on a recurring basis consist of cash equivalents. Our liabilities that were measured at fair value on a recurring basis consisted of our common stock warrant liability. | |||||||||||||||||||||||||||||||||
All of our cash equivalents and current restricted cash, which are comprised primarily of money market funds, are classified within Level I of the fair value hierarchy because they are valued using quoted market prices or market prices for similar securities. Our common stock warrant liability (see Note 6) had been classified within Level III of the fair value hierarchy. | |||||||||||||||||||||||||||||||||
As of September 30, 2013 and December 31, 2012, the fair value hierarchy for our financial assets and financial liabilities that are carried at fair value was as follows (in thousands): | |||||||||||||||||||||||||||||||||
September 30, 2013 | December 31, 2012 | ||||||||||||||||||||||||||||||||
Fair | Level I | Level II | Level III | Fair | Level I | Level II | Level III | ||||||||||||||||||||||||||
Value | Value | ||||||||||||||||||||||||||||||||
Money market funds | $ | 371,270 | $ | 371,270 | $ | — | $ | — | $ | 60,272 | $ | 60,272 | $ | — | $ | — | |||||||||||||||||
Common stock warrant liability | — | — | — | — | 10,692 | — | — | 10,692 | |||||||||||||||||||||||||
The changes in the fair value of our common stock warrant liability (see Note 6) were as follows (in thousands): | |||||||||||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Fair value, beginning of period | $ | — | $ | 8,529 | $ | 10,692 | $ | 8,838 | |||||||||||||||||||||||||
Change in fair value | — | 1,205 | (10,692 | ) | 896 | ||||||||||||||||||||||||||||
Fair value, end of period | $ | — | $ | 9,734 | $ | — | $ | 9,734 | |||||||||||||||||||||||||
The estimated fair value of our Notes based on a market approach was approximately $1.12 billion (par value of $660.0 million) as of September 30, 2013, and represents a Level II valuation. The estimated fair value of our DOE loans based on a market approach was approximately $366.9 million (par value of $452.3 million) as of December 31, 2012, and represented a Level II valuation. When determining the estimated fair value of our long-term debt, we used a commonly accepted valuation methodology and market-based risk measurements that are indirectly observable, such as credit risk. |
Customer_Deposits
Customer Deposits | 9 Months Ended |
Sep. 30, 2013 | |
Text Block [Abstract] | ' |
Customer Deposits | ' |
5. Customer Deposits | |
Customer deposits consist of payments that allow potential customers to make an advance payment for the future purchase of a Model S or Model X. These amounts are recorded as current liabilities until the vehicle is delivered. We require full payment of the purchase price of the vehicle only upon delivery of the vehicle to the customer. Amounts received by us as customer deposits are generally not restricted as to their use by us. Upon delivery of the vehicle, the related customer deposits are applied against the customer’s total purchase price for the vehicle and recognized in automotive sales as part of the respective vehicle sale. | |
Historically, we have referred to such customer deposits as reservation payments and these initial reservation payments have been fully refundable until such time that the customer selected the vehicle specifications and entered into a purchase agreement. We have eliminated the reservation process for Model S in North America and in most of our markets in Europe, as vehicle production became more reliable and customer wait times decreased. Customers now initiate their purchase by ordering their customized Model S rather than placing a generic reservation in queue. As a result of this transition away from reservations, we have renamed the “reservation payments” caption on our condensed consolidated financial statements to “customer deposits.” | |
As of September 30, 2013 and December 31, 2012, we held customer deposits of $140.3 million and $138.8 million, respectively. |
Convertible_and_Longterm_Debt_
Convertible and Long-term Debt Obligations | 9 Months Ended |
Sep. 30, 2013 | |
Debt Disclosure [Abstract] | ' |
Convertible and Long-term Debt Obligations | ' |
6. Convertible and Long-term Debt Obligations | |
1.50% Convertible Senior Notes and Call Spread | |
In May 2013, we issued $660.0 million aggregate principal amount of Notes in a public offering. The net proceeds from the offering, after deducting transaction costs, were approximately $648.0 million. We incurred $12.0 million of debt issuance costs in connection with the issuance of the Notes which we initially recorded in other assets and are amortizing to interest expense using the effective interest method over the contractual term of the Notes. The interest under the Notes is fixed at 1.50% per annum and is payable semi-annually in arrears on June 1 and December 1 of each year, commencing on December 1, 2013. During the three and nine months ended September 30, 2013, we recognized $0.5 million and $0.7 million of interest expense related to the amortization of debt issuance costs and $2.5 million and $3.6 million of accrued coupon interest expense, respectively. | |
Each $1,000 of principal of the Notes will initially be convertible into 8.0306 shares of our common stock, which is equivalent to an initial conversion price of approximately $124.52 per share, subject to adjustment upon the occurrence of specified events. Holders of the Notes may convert their Notes at their option on or after March 1, 2018. Further, holders of the Notes may convert their Notes at their option prior to March 1, 2018, only under the following circumstances: (1) during any fiscal quarter beginning after the fiscal quarter ending September 30, 2013, if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during the last 30 consecutive trading days of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period following any five consecutive trading day period in which the trading price for the Notes is less than 98% of the average of the closing sale price of our common stock for each day during such five trading day period; or (3) if we make specified distributions to holders of our common stock or if specified corporate transactions occur. Upon conversion, we would pay the holders in cash for the principal amount of the Notes and, if applicable, shares of our common stock (subject to our right to deliver cash in lieu of all or a portion of such shares of our common stock) based on a calculated daily conversion value. If a fundamental change occurs prior to the maturity date, holders of the Notes may require us to repurchase all or a portion of their Notes for cash at a repurchase price equal to 100% of the principal amount of the Notes, plus any accrued and unpaid interest. In addition, if specific corporate events occur prior to the maturity date, we will increase the conversion rate for a holder who elects to convert its Notes in connection with such a corporate event in certain circumstances. | |
In accordance with accounting guidance on embedded conversion features, we valued and bifurcated the conversion option associated with the Notes from the host debt instrument and initially recorded the conversion option of $82.8 million in stockholders’ equity. The resulting debt discount on the Notes is being amortized to interest expense at an effective interest rate of 4.29% over the contractual term of the Notes. During the three and nine months ended September 30, 2013, we recognized $3.8 million and $5.4 million of interest expense related to the amortization of the debt discount, respectively. As of September 30, 2013, the net carrying value of the Notes was $582.5 million. | |
In connection with the offering of the Notes, we entered into convertible note hedge transactions whereby we have the option to purchase up to 5.3 million shares of our common stock at a price of approximately $124.52 per share. The cost of the convertible note hedge transactions was $177.5 million. In addition, we sold warrants whereby the holders of the warrants have the option to purchase up to approximately 5.3 million shares of our common stock at a price of $184.48 per share. We received $120.3 million in cash proceeds from the sale of these warrants. Taken together, the purchase of the convertible note hedges and the sale of warrants are intended to offset any actual dilution from the conversion of the Notes and to effectively increase the overall conversion price from $124.52 to $184.48 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 in the condensed consolidated balance sheet as of September 30, 2013. | |
During the third quarter of 2013, the closing price of our common stock met or exceeded 130% of the applicable conversion price of our Notes on at least 20 of the last 30 consecutive trading days of the quarter; therefore, holders of the Notes may convert their Notes during the fourth quarter of 2013. As such, we reclassified the $582.5 million carrying value of our Notes to current liabilities and reclassified $77.5 million, representing the difference between the aggregate principal of our Notes of $660.0 million and the carrying value of the Notes, from additional paid-in capital to mezzanine equity on our condensed consolidated balance sheet as of September 30, 2013. Similarly, debt issuance costs previously recorded in other assets were reclassified to other current assets as of September 30, 2013. Should the closing price conditions be met in the fourth quarter of 2013 or a future quarter, the Notes will be convertible at their holders’ option during the immediately following quarters. | |
Full Repayment of Department of Energy Loan Facility | |
On January 20, 2010, we entered into a loan facility with the Federal Financing Bank (FFB), and the DOE, pursuant to the Advanced Technology Vehicles Manufacturing (ATVM) Incentive Program. This loan facility was subsequently amended from time to time, including in September 2012, to amend the timing of pre-funding the principal payment due in June 2013 and in March 2013 to accelerate the maturity date of the DOE Loan Facility to December 15, 2017 and create an obligation to repay approximately 1.0% of the outstanding principal under the DOE Loan Facility on or before June 15, 2013. We refer to the loan facility with the DOE as the DOE Loan Facility. Under the DOE Loan Facility, the FFB had made available to us two multi-draw term loan facilities in an aggregate principal amount of $465.0 million. As of August 31, 2012, we had fully drawn down the aforementioned facilities. | |
All outstanding amounts under the DOE Loan Facility were repayable in quarterly installments, which commenced on December 15, 2012 and would have been due on the maturity date of December 15, 2017. On May 22, 2013, in connection with the closing of our offerings of common stock and Notes, we paid $451.8 million to settle all outstanding loan amounts of $441.0 million, including principal and interest, as well as an early repayment penalty of $10.8 million which is recorded in interest expense for the three months ended June 30, 2013. | |
Under the DOE Loan Facility, we had agreed to pre-fund a dedicated debt service reserve account with our planned loan repayments as required by the DOE loan facility. Upon termination of the DOE Loan Facility, $29.3 million held in this dedicated account was released by the DOE. | |
DOE Warrant Expiration | |
In connection with the closing of the DOE Loan Facility, we had also issued a warrant to the DOE to purchase up to 9,255,035 shares of our Series E convertible preferred stock at an exercise price of $2.51 per share. Upon the completion of our initial public offering on July 2, 2010, this preferred stock warrant became a warrant to purchase up to 3,090,111 shares of common stock at an exercise price of $7.54 per share. As a result of our repayment of all outstanding principal and interest under the DOE Loan Facility and the termination of the DOE Loan Facility in May 2013, the DOE warrant expired. Additionally, we amortized all remaining unamortized debt issuance costs related to the DOE Loan Facility. During the nine months ended September 30, 2013, we recorded $5.8 million to interest expense. During the three and nine months ended September 30, 2012, we amortized $0.2 million and $0.5 million to interest expense, respectively. |
Equity_Incentive_Plans
Equity Incentive Plans | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Equity Incentive Plans | ' | ||||||||||||||||
7. Equity Incentive Plans | |||||||||||||||||
We account for stock-based compensation by measuring and recognizing the fair value of all stock-based payment awards made to employees based on the estimated grant date fair values, including restricted stock units (RSUs), employee stock options and our employee stock purchase plan. We determine the fair value of an RSU based on the closing price of our common stock on the grant date. We use the Black-Scholes option pricing model to estimate the value of employee stock options which requires a number of assumptions to determine the model inputs. These include the expected volatility of the stock’s market price, the expected term of the stock-based awards, the expected risk free rate of interest and any dividend yields. As stock-based compensation expense is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. We estimate and adjust forfeiture rates based on a periodic review of recent forfeiture activity and expected future employee turnover. As we have been operating as a public company for a period of time that is shorter than our estimated expected option life, we concluded that our historical price volatility does not provide a reasonable basis for input assumptions within the Black-Scholes valuation model when determining the fair value of its stock options. As a result, our expected volatility is derived from our implied volatility and the historical volatilities of several unrelated public companies within industries related to our business, including the automotive OEM, automotive retail, automotive parts and battery technology industries. Our historical volatility and implied volatility are weighted based on certain qualitative factors and combined to produce a single volatility factor. | |||||||||||||||||
2012 CEO Grant | |||||||||||||||||
In August 2012, our Board of Directors granted 5,274,901 stock options to our CEO (2012 CEO Grant). The 2012 CEO Grant consists of ten vesting tranches with a vesting schedule based entirely on the attainment of both performance conditions and market conditions, assuming continued employment and service to us through each vesting date. Each of the ten vesting tranches requires a combination of one of the ten pre-determined performance achievements and an incremental increase in our market capitalization of $4.0 billion, as compared to the initial market capitalization of $3.2 billion at the time of the 2012 CEO Grant. Stock-based compensation expense associated with the 2012 CEO Grant is recognized for each pair of performance and market conditions over the longer of the expected achievement period of the performance and market conditions, beginning at the point in time that the relevant performance condition is considered probable of being met. | |||||||||||||||||
As of September 30, 2013, the market condition for two vesting tranches were achieved and the following three performance milestones were considered probable of achievement: | |||||||||||||||||
• | Successful completion of the Model X Engineering Prototype (Alpha); | ||||||||||||||||
• | Successful completion of the Model X Vehicle Prototype (Beta); and | ||||||||||||||||
• | Completion of the first Model X Production Vehicle. | ||||||||||||||||
However, none of the performance stock options granted to the CEO have vested thus far as the performance milestones have not yet been achieved. Additionally, no cash compensation has been received by our CEO for his services to the company. | |||||||||||||||||
During the three months ended September 30, 2013, stock-based compensation expense related to the 2012 CEO Grant was $3.6 million and $8.8 million for the three and nine months ended September 30, 2013, respectively. Stock-based compensation expense related to the 2012 CEO Grant was $0.4 million for both the three and nine month periods ended September 30, 2012. | |||||||||||||||||
Summary Stock Based Compensation Information | |||||||||||||||||
The following table summarizes our stock-based compensation expense by line item in the condensed consolidated statements of operations (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of sales | $ | 3,017 | $ | 471 | $ | 5,616 | $ | 556 | |||||||||
Research and development | 8,707 | 6,356 | 24,916 | 19,421 | |||||||||||||
Selling, general and administrative | 9,715 | 5,648 | 25,034 | 15,752 | |||||||||||||
Total | $ | 21,439 | $ | 12,475 | $ | 55,566 | $ | 35,729 | |||||||||
Information_about_Geographic_A
Information about Geographic Areas | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Information about Geographic Areas | ' | ||||||||||||||||
8. Information about Geographic Areas | |||||||||||||||||
We have determined that we operate in one reporting segment which is the design, development, manufacturing and sales of electric vehicles and electric vehicle powertrain components. | |||||||||||||||||
The following tables set forth revenues and long-lived assets by geographic area (in thousands): | |||||||||||||||||
Revenues | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
North America | $ | 285,211 | $ | 41,153 | $ | 1,237,844 | $ | 66,403 | |||||||||
Europe | 145,978 | 7,606 | 159,572 | 33,594 | |||||||||||||
Asia | 157 | 1,345 | 861 | 6,927 | |||||||||||||
Total | $ | 431,346 | $ | 50,104 | $ | 1,398,277 | $ | 106,924 | |||||||||
During the three and nine months ended September 30, 2013, we recognized revenues of $268.8 million and $1.19 billion, respectively, and during the three and nine months ended September 30, 2012, we recognized revenues of $41.0 million and $66.0 million, respectively in the United States. | |||||||||||||||||
Long-lived Assets | |||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
United States | $ | 904,535 | $ | 552,302 | |||||||||||||
International | 18,771 | 9,998 | |||||||||||||||
Total | $ | 923,306 | $ | 562,300 | |||||||||||||
Strategic_Partnerships
Strategic Partnerships | 9 Months Ended |
Sep. 30, 2013 | |
Contractors [Abstract] | ' |
Strategic Partnerships | ' |
9. Strategic Partnerships | |
Daimler Mercedes-Benz B-Class EV Program | |
During the fourth quarter of 2011, Daimler engaged us to assist with the development of a full electric powertrain for a Daimler Mercedes-Benz B-Class EV vehicle. In the first half of 2012, we received two purchase orders from Daimler related to the development of a full electric powertrain for a Daimler Mercedes-Benz vehicle and recognized $4.3 million in development services revenue during the nine months ended September 30, 2012. During the fourth quarter of 2012, we entered into a final development agreement, which includes certain development milestones and related payments. Pursuant to the development agreement, Daimler will pay us up to $33.2 million for the successful completion of certain at risk development milestones and the delivery of prototype samples. During the three months ended September 30, 2013, we delivered prototype samples and recognized $1.2 million in development services revenue. During the nine months ended September 30, 2013, we completed various milestones, delivered prototype samples and recognized $11.3 million in development services revenue. | |
Toyota RAV4 Program | |
In July 2011, we entered into a supply and services agreement with Toyota for the supply of a validated electric powertrain system, including a battery pack, charging system, inverter, motor, gearbox and associated software for integration into the electric vehicle version of the Toyota RAV4. Additionally, we provide Toyota with certain services related to the supply of the electric powertrain system. During the three months ended March 31, 2012, we began delivering electric powertrain systems to Toyota. During the three and nine months ended September 30, 2013, we recognized revenue of $7.2 million and $34.9 million in automotive sales, respectively. During the three and nine months ended September 30, 2012, we recognized revenue of $10.4 million and $15.1 million in automotive sales, respectively. | |
In October 2010, we entered into a Phase 1 contract services agreement with Toyota for the development of the electric powertrain system for the Toyota RAV4 electric vehicle. Toyota paid $60.1 million for the successful completion of certain at risk development milestones and the delivery of prototype samples, including a $5.0 million upfront payment that we received upon the execution of the agreement. During the three months ended March 31, 2012, we completed various milestones and along with the amortization of our upfront payment and the delivery of certain prototype samples, we recognized $10.7 million in development services revenue. As of March 31, 2012, all development milestones under the Phase 1 agreement had been completed; therefore, no further development services revenue under the Phase 1 agreement have been recorded subsequently. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments And Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
10. Commitments and Contingencies | |
Environmental Liabilities | |
In May 2010, we entered into an agreement to purchase an existing automobile production facility located in Fremont, California from New United Motor Manufacturing, Inc. (NUMMI). NUMMI has previously identified environmental conditions at the Fremont site which affect soil and groundwater, and until recently, were undertaking efforts to address these conditions. These conditions are now being addressed by us and NUMMI. Although we have been advised by NUMMI that it has documented and managed the environmental issues and we completed a reasonable level of diligence on such environmental issues at the time we purchased the facility, we cannot determine the potential costs to remediate any pre-existing contamination with any certainty. Based on management’s best estimate, we estimated the fair value of the environmental liabilities that we assumed to be $5.3 million. The fair value of these liabilities was determined based on an expected value analysis of the related potential costs to investigate, remediate and manage various environmental conditions that were identified as part of NUMMI’s facility decommissioning activities as well as our own diligence efforts. As we continue with our construction and operating activities, it is reasonably possible that our estimate of environmental liabilities may change materially. | |
We have reached an agreement with NUMMI under which, over a ten year period, we will pay the first $15.0 million of any costs of any governmentally-required remediation activities for contamination that existed prior to the completion of the facility and land purchase for any known or unknown environmental conditions, and NUMMI has agreed to pay the next $15.0 million for such remediation activities. Our agreement provides, in part, that NUMMI will pay up to the first $15.0 million on our behalf if such expenses are incurred in the first four years of our agreement, subject to our reimbursement of such costs on the fourth anniversary date of the closing. | |
On the ten-year anniversary of the closing or whenever $30.0 million has been spent on the remediation activities, whichever comes first, NUMMI’s liability to us with respect to remediation activities ceases, and we are responsible for any and all environmental conditions at the Fremont site. At that point in time, we have agreed to indemnify, defend, and hold harmless NUMMI from all liability and we have released NUMMI for any known or unknown claims except for NUMMI’s obligations for representations and warranties under the agreement. As of September 30, 2013 and December 31, 2012, we have accrued $5.3 million related to these environmental liabilities. | |
Other Commitments and Contingencies | |
From time to time, we are subject to various legal proceedings that arise from the normal course of business activities. In addition, from time to time, third parties may assert intellectual property infringement claims against us in the form of letters and other forms of communication. If an unfavorable ruling were to occur, there exists the possibility of a material adverse impact on our results of operations, prospects, cash flows, financial position and brand. |
Subsequent_Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Event | ' |
11. Subsequent Event | |
In October 2013, we entered into an amendment to the Supply Agreement dated October 5, 2011 (the Agreement) with certain affiliates of Panasonic Corporation (Panasonic) to, among other things, extend the term of the Agreement by two years until December 31, 2017 and provide for the long-term preferential prices and a minimum of 1.8 billion lithium-ion battery cells that we will purchase from Panasonic from 2014 through 2017. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Basis of Consolidation | ' | ||||||||||||||||
Basis of Consolidation | |||||||||||||||||
The condensed consolidated financial statements include the accounts of Tesla and its wholly-owned subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates | ' | ||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements, and reported amounts of expenses during the reporting period, including revenue recognition, residual value of operating lease vehicles, inventory valuation, warranties, fair value of financial instruments and stock-based compensation. Actual results could differ materially from those estimates. | |||||||||||||||||
Unaudited Interim Financial Statements | ' | ||||||||||||||||
Unaudited Interim Financial Statements | |||||||||||||||||
The accompanying condensed consolidated balance sheet as of September 30, 2013, the condensed consolidated statements of operations for the three and nine months ended September 30, 2013 and 2012, the condensed consolidated statements of comprehensive loss for the three and nine months ended September 30, 2013 and 2012 and the condensed consolidated statements of cash flows for the nine months ended September 30, 2013 and 2012 and other information disclosed in the related notes are unaudited. The condensed consolidated balance sheet as of December 31, 2012 was derived from our audited consolidated financial statements at that date. The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes contained in our Form 10-K for the year ended December 31, 2012 filed with the SEC. | |||||||||||||||||
The accompanying interim condensed consolidated financial statements and related disclosures 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 condensed 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 year or interim period. | |||||||||||||||||
Revenue Recognition | ' | ||||||||||||||||
Revenue Recognition | |||||||||||||||||
We recognize revenues from sales of Model S and the Tesla Roadster, including vehicle options and accessories, vehicle service and sales of regulatory credits, such as zero emission vehicle and greenhouse gas emission credits, as well as sales of electric vehicle powertrain components and systems, such as battery packs and drive units. We recognize revenue when: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred and there are no uncertainties regarding customer acceptance; (iii) fees are fixed or determinable; and (iv) collection is reasonably assured. | |||||||||||||||||
For Model S sales, revenue is generally recognized when all risks and rewards of ownership are transferred to our customers. In certain circumstances, we may deliver a vehicle to a customer without all of the options ordered by the customer, provided that such options do not limit the functionality of the vehicle. In such cases, we continue to defer the related revenue based on the undelivered items’ fair value, as evidenced by the contractual price of the option in stand-alone transactions, where available, or using the selling price hierarchy where such prices do not exist. Additionally, if a customer purchases a vehicle option that requires us to provide services in the future, we will defer the related revenue based on the undelivered items’ fair value and recognize the associated revenue over our expected performance period. As of September 30, 2013, we had deferred $17.5 million related to the purchase of vehicle service plans and $7.2 million related to access to our Supercharger network. | |||||||||||||||||
Resale Value Guarantee | |||||||||||||||||
In April 2013, we began offering a resale value guarantee to all customers who purchased a Model S in the United States and financed their vehicle through one of our specified commercial banking partners. Under the program, Model S customers have the option of selling their vehicle back to us during the period of 36 to 39 months after delivery for a pre-determined resale value. Although we receive the full amount of cash for the vehicle sales price at delivery, we account for transactions under the resale value guarantee program as operating leases. Accordingly, we defer and amortize to automotive sales revenue the initial purchase consideration less resale value guarantee amount on a straight-line basis, over the contractual term of the guarantee program. Similarly, we capitalize and depreciate the cost of the respective operating lease vehicles less resale value guarantee amount to cost of automotive sales over the same period. If a customer decides not to sell their vehicle back to us by the end of the resale value guarantee term, any unamortized deferred revenue and operating lease vehicle net book value is then recognized in automotive sales and cost of automotive sales, respectively. | |||||||||||||||||
The resale value guarantee amount represents management’s best estimate as to the resale value of the Model S vehicle and related vehicle options during the 36 to 39 month period after delivery. Since we are depreciating our operating lease vehicles to the resale value guarantee amount, we will adjust our depreciation estimates as needed, if the resale value is projected to be lower in future periods. As we accumulate more actual data related to the resale experience of Model S, we may be required to make significant changes to our estimates. | |||||||||||||||||
As of September 30, 2013, we recorded $160.8 million in deferred revenues and $159.0 million in resale value guarantee related to Model S deliveries with the resale value guarantee and recorded $262.8 million in operating lease vehicles, net. During the three and nine months ended September 30, 2013, we recognized revenue of $9.4 million and $11.3 million in automotive sales, and $5.9 million and $7.3 million in cost of automotive sales related to this program. | |||||||||||||||||
Warranties | ' | ||||||||||||||||
Warranties | |||||||||||||||||
We began recording warranty reserves with the commencement of Tesla Roadster sales in 2008. Initially, Tesla Roadsters were sold with a warranty of three years or 36,000 miles, which we extended to four years or 50,000 miles for the purchasers of our 2008 Tesla Roadster. Tesla Roadster customers had the opportunity to purchase an Extended Service plan for the period after the end of the New Vehicle Limited Warranty to cover additional services for an additional three years or 36,000 miles, provided they are purchased within a specified period of time. In June 2012, we commenced deliveries of Model S. Model S is sold with a warranty of four years or 50,000 miles for most vehicle components and which covers the battery pack for a period of eight years or 125,000 miles or unlimited miles, depending on the size of the vehicle’s battery. Model S customers also have the opportunity to purchase an Extended Service plan for the period after the end of the New Vehicle Limited Warranty to cover additional services for an additional four years or 50,000 miles, provided they are purchased within a specified period of time. The battery pack’s charging capacity is not covered under the New Vehicle Limited Warranty or any Extended Service plan. Accrued warranty activity consisted of the following for the periods presented (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Accrued warranty - beginning of period | $ | 36,877 | $ | 5,723 | $ | 13,012 | $ | 6,315 | |||||||||
Warranty costs incurred | (6,392 | ) | (958 | ) | (11,100 | ) | (2,640 | ) | |||||||||
Changes in liability for pre-existing warranties, including expirations | 4,878 | — | 8,052 | — | |||||||||||||
Provision for warranty | 18,359 | 1,455 | 43,758 | 2,545 | |||||||||||||
Accrued warranty - end of period | $ | 53,722 | $ | 6,220 | $ | 53,722 | $ | 6,220 | |||||||||
We provide a warranty on all vehicle, production powertrain components and systems sales, and we accrue warranty reserves at the time a vehicle or production powertrain component or system is delivered to the customer. Warranty reserves include management’s best estimate of the projected costs to repair or to replace any items under warranty, based on actual warranty experience as it becomes available and other known factors that may impact our evaluation of historical data. For new vehicles, warranty reserves are based on management’s best estimate of projected warranty experience until adequate historical data is accumulated. Our warranty reserves do not include projected warranty costs associated with our resale value guarantee vehicles as such actual warranty costs are expensed as incurred. For the three and nine months ended September 30, 2013, warranty costs incurred for our resale value guarantee vehicles were $0.7 million and $1.1 million, respectively. We may have material changes as we accumulate more actual data and experience. We review our reserves at least quarterly to ensure that our accruals are adequate in meeting expected future warranty obligations, and we will adjust our estimates as needed. Warranty expense is recorded as a component of cost of revenues in the consolidated statements of operations. The portion of the warranty provision which is expected to be incurred within 12 months from the balance sheet date is classified as current, while the remaining amount is classified as long-term. | |||||||||||||||||
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 and accounts receivable. Our cash equivalents are primarily invested in money market funds with high credit quality financial institutions in the United States. At times, these deposits and securities may be in excess of insured limits. We invest cash not required for use in operations in high credit quality securities based on our investment policy. Our investment policy provides guidelines and limits regarding credit quality, investment concentration, investment type, and maturity that we believe will provide liquidity while reducing risk of loss of capital. | |||||||||||||||||
As of September 30, 2013 and December 31, 2012, our accounts receivable were derived primarily from sales of regulatory credits, as well as the development and sales of powertrain systems to other global automobile manufacturers (OEMs). Accounts receivable also include amounts to be received from our commercial banking partners for approved financing arranged between the customer and each banking partner. | |||||||||||||||||
The following summarizes the accounts receivable from our OEM customers in excess of 10% of our total accounts receivable: | |||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Customer A | 31 | % | 56 | % | |||||||||||||
Customer B | 9 | % | 15 | % | |||||||||||||
Supply Risk | |||||||||||||||||
Although there may be multiple suppliers available, many of the components used in our vehicles are purchased by us from a single source. If these single source suppliers fail to satisfy our requirements on a timely basis at competitive prices, we could suffer manufacturing delays, a possible loss of revenues, or incur higher cost of sales, any of which could adversely affect our operating results. | |||||||||||||||||
Net Loss per Share of Common Stock | ' | ||||||||||||||||
Net Loss per Share of Common Stock | |||||||||||||||||
Our basic and diluted net loss per share of common stock is calculated by dividing net loss by the weighted-average shares of common stock outstanding for the period. Potentially dilutive shares, which are based on the number of shares underlying outstanding stock options and warrants as well as our Notes, are not included when their effect is antidilutive. | |||||||||||||||||
The following table presents the potential weighted common shares outstanding that were excluded from the computation of basic and diluted net loss per share of common stock for the periods, related to the following securities: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Stock options | 14,390,740 | 6,836,618 | 13,126,128 | 7,069,406 | |||||||||||||
Convertible senior notes | 852,987 | — | 453,255 | — | |||||||||||||
Employee stock purchase plan | 16,401 | 47,446 | 16,401 | 47,446 | |||||||||||||
Restricted stock units | 8,870 | — | 69 | — | |||||||||||||
DOE warrant | — | 2,307,715 | — | 2,340,734 | |||||||||||||
Since we will settle the principal amount of our Notes in cash, we use the treasury stock method for calculating any potential dilutive effect of the conversion spread on diluted net income per share, if applicable. The conversion spread will have a dilutive impact on diluted net income per share of common stock when the average market price of our common stock for a given period exceeds the conversion price of $124.52 per share. | |||||||||||||||||
Uncertain Tax Positions | ' | ||||||||||||||||
Uncertain Tax Positions | |||||||||||||||||
As of September 30, 2013 and December 31, 2012, the aggregate balances of our gross unrecognized tax benefits were $15.9 million and $12.6 million, respectively, of which if recognized, $1.1 million and $0.3 million would affect our effective tax rate, respectively. |
Overview_of_the_Company_Tables
Overview of the Company (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Restatements of Condensed Consolidated Statements of Cash Flows | ' | ||||||||||||
As detailed in the table below, this restatement impacted the following condensed consolidated cash flow line items (in thousands): | |||||||||||||
Nine Months Ended | |||||||||||||
September 30, 2012 | |||||||||||||
As | Adjustment | As | |||||||||||
Previously | Restated | ||||||||||||
Reported | |||||||||||||
Cash Flows From Operating Activities | |||||||||||||
Accounts payable and accrued liabilities | $ | 94,087 | $ | (22,570 | ) | $ | 71,517 | ||||||
Net cash used in operating activities | (206,020 | ) | (22,570 | ) | (228,590 | ) | |||||||
Cash Flows From Investing Activities | |||||||||||||
Purchases of property and equipment, excluding capital leases | (197,745 | ) | 22,570 | (175,175 | ) | ||||||||
Net cash used in investing activities | (168,743 | ) | 22,570 | (146,173 | ) | ||||||||
Supplemental disclosure of noncash investing activities | |||||||||||||
Acquisition of property and equipment | 1,810 | 34,430 | 36,240 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Schedule of Accrued Warranty Activity | ' | ||||||||||||||||
Accrued warranty activity consisted of the following for the periods presented (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Accrued warranty - beginning of period | $ | 36,877 | $ | 5,723 | $ | 13,012 | $ | 6,315 | |||||||||
Warranty costs incurred | (6,392 | ) | (958 | ) | (11,100 | ) | (2,640 | ) | |||||||||
Changes in liability for pre-existing warranties, including expirations | 4,878 | — | 8,052 | — | |||||||||||||
Provision for warranty | 18,359 | 1,455 | 43,758 | 2,545 | |||||||||||||
Accrued warranty - end of period | $ | 53,722 | $ | 6,220 | $ | 53,722 | $ | 6,220 | |||||||||
Summary of Accounts Receivable from OEM Customers in Excess of 10% of Total Accounts Receivable | ' | ||||||||||||||||
The following summarizes the accounts receivable from our OEM customers in excess of 10% of our total accounts receivable: | |||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Customer A | 31 | % | 56 | % | |||||||||||||
Customer B | 9 | % | 15 | % | |||||||||||||
Schedule of Potential Weighted Common Shares Outstanding that were Excluded from Computation of Basic and Diluted Net Loss per Share of Common Stock | ' | ||||||||||||||||
The following table presents the potential weighted common shares outstanding that were excluded from the computation of basic and diluted net loss per share of common stock for the periods, related to the following securities: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Stock options | 14,390,740 | 6,836,618 | 13,126,128 | 7,069,406 | |||||||||||||
Convertible senior notes | 852,987 | — | 453,255 | — | |||||||||||||
Employee stock purchase plan | 16,401 | 47,446 | 16,401 | 47,446 | |||||||||||||
Restricted stock units | 8,870 | — | 69 | — | |||||||||||||
DOE warrant | — | 2,307,715 | — | 2,340,734 |
Balance_Sheet_Components_Table
Balance Sheet Components (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' | ||||||||
Schedule of Inventory | ' | ||||||||
As of September 30, 2013 and December 31, 2012, our inventory consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Raw materials | $ | 164,346 | $ | 163,637 | |||||
Work in process | 38,608 | 24,535 | |||||||
Finished goods | 102,387 | 62,559 | |||||||
Service parts | 42,204 | 17,773 | |||||||
Total | $ | 347,545 | $ | 268,504 | |||||
Schedule of Property, Plant and Equipment, Net | ' | ||||||||
As of September 30, 2013 and December 31, 2012, our property, plant and equipment, net, consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Machinery, equipment and office furniture | $ | 292,970 | $ | 223,745 | |||||
Tooling | 219,577 | 172,584 | |||||||
Leasehold improvements | 74,396 | 39,224 | |||||||
Bulding and building improvements | 62,710 | 50,574 | |||||||
Land | 45,020 | 26,391 | |||||||
Computer equipment and software | 32,281 | 22,125 | |||||||
Construction in progress | 43,910 | 75,129 | |||||||
770,864 | 609,772 | ||||||||
Less: Accumulated depreciation and amortization | (116,382 | ) | (57,543 | ) | |||||
Total | $ | 654,482 | $ | 552,229 | |||||
Schedule of Other Assets | ' | ||||||||
As of September 30, 2013 and December 31, 2012, our other assets consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Emission permits | $ | 13,837 | $ | 14,267 | |||||
Loan facility issuance costs, net | — | 5,759 | |||||||
Other | 2,190 | 1,937 | |||||||
Total | $ | 16,027 | $ | 21,963 | |||||
Schedule of Accrued Liabilities | ' | ||||||||
As of September 30, 2013 and December 31, 2012, our accrued liabilities consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Payroll and related costs | $ | 20,147 | $ | 15,525 | |||||
Taxes payable | 18,645 | 9,710 | |||||||
Accrued warranty | 17,228 | 3,056 | |||||||
Accrued purchases | 13,835 | 10,334 | |||||||
Other | 4,676 | 1,173 | |||||||
Total | $ | 74,531 | $ | 39,798 | |||||
Schedule of Other Long-Term Liabilities | ' | ||||||||
As of September 30, 2013 and December 31, 2012, our other long-term liabilities consisted of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Accrued warranty, long-term | 36,493 | 9,957 | |||||||
Deferred rent liability | 8,530 | 6,075 | |||||||
Environmental liabilities | 5,300 | 5,300 | |||||||
Other | 3,525 | 3,838 | |||||||
Total | $ | 53,848 | $ | 25,170 | |||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||||||||||||||
Schedule of Fair Value Hierarchy of Financial Assets and Financial Liabilities Carried at Fair Value | ' | ||||||||||||||||||||||||||||||||
As of September 30, 2013 and December 31, 2012, the fair value hierarchy for our financial assets and financial liabilities that are carried at fair value was as follows (in thousands): | |||||||||||||||||||||||||||||||||
September 30, 2013 | December 31, 2012 | ||||||||||||||||||||||||||||||||
Fair | Level I | Level II | Level III | Fair | Level I | Level II | Level III | ||||||||||||||||||||||||||
Value | Value | ||||||||||||||||||||||||||||||||
Money market funds | $ | 371,270 | $ | 371,270 | $ | — | $ | — | $ | 60,272 | $ | 60,272 | $ | — | $ | — | |||||||||||||||||
Common stock warrant liability | — | — | — | — | 10,692 | — | — | 10,692 | |||||||||||||||||||||||||
Schedule of Changes in Fair Value of Common Stock Warrant Liability | ' | ||||||||||||||||||||||||||||||||
The changes in the fair value of our common stock warrant liability (see Note 6) were as follows (in thousands): | |||||||||||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Fair value, beginning of period | $ | — | $ | 8,529 | $ | 10,692 | $ | 8,838 | |||||||||||||||||||||||||
Change in fair value | — | 1,205 | (10,692 | ) | 896 | ||||||||||||||||||||||||||||
Fair value, end of period | $ | — | $ | 9,734 | $ | — | $ | 9,734 | |||||||||||||||||||||||||
Equity_Incentive_Plans_Tables
Equity Incentive Plans (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Summary of Stock-Based Compensation Expense | ' | ||||||||||||||||
The following table summarizes our stock-based compensation expense by line item in the condensed consolidated statements of operations (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of sales | $ | 3,017 | $ | 471 | $ | 5,616 | $ | 556 | |||||||||
Research and development | 8,707 | 6,356 | 24,916 | 19,421 | |||||||||||||
Selling, general and administrative | 9,715 | 5,648 | 25,034 | 15,752 | |||||||||||||
Total | $ | 21,439 | $ | 12,475 | $ | 55,566 | $ | 35,729 | |||||||||
Information_about_Geographic_A1
Information about Geographic Areas (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Schedule of Revenues by Geographic Area | ' | ||||||||||||||||
The following tables set forth revenues and long-lived assets by geographic area (in thousands): | |||||||||||||||||
Revenues | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
North America | $ | 285,211 | $ | 41,153 | $ | 1,237,844 | $ | 66,403 | |||||||||
Europe | 145,978 | 7,606 | 159,572 | 33,594 | |||||||||||||
Asia | 157 | 1,345 | 861 | 6,927 | |||||||||||||
Total | $ | 431,346 | $ | 50,104 | $ | 1,398,277 | $ | 106,924 | |||||||||
Schedule of Long-Lived Assets by Geographic Area | ' | ||||||||||||||||
Long-lived Assets | |||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
United States | $ | 904,535 | $ | 552,302 | |||||||||||||
International | 18,771 | 9,998 | |||||||||||||||
Total | $ | 923,306 | $ | 562,300 | |||||||||||||
Overview_of_the_Company_Additi
Overview of the Company - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | |||
31-May-13 | Oct. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Overview Of The Company [Line Items] | ' | ' | ' | ' | ' |
Common stock shares sold | 3,902,862 | 7,964,601 | 122,566,098 | ' | 114,214,274 |
Cash proceeds from sale of common stock | $355,500,000 | $222,100,000 | ' | ' | ' |
Principal amount of convertible senior notes | ' | ' | 660,000,000 | ' | 452,300,000 |
Decrease in purchase price of property and equipment | ' | ' | 174,790,000 | 175,175,000 | ' |
Acquisition of property and equipment | ' | ' | 24,708,000 | 36,240,000 | ' |
1.50% Convertible Senior Notes [Member] | ' | ' | ' | ' | ' |
Overview Of The Company [Line Items] | ' | ' | ' | ' | ' |
Principal amount of convertible senior notes | 660,000,000 | ' | ' | ' | ' |
Debt instrument maturity date | 30-Jun-18 | ' | ' | ' | ' |
Debt instrument interest rate | 1.50% | ' | ' | ' | ' |
Proceeds from convertible senior notes, net of underwriting discounts and offering costs | 648,000,000 | ' | ' | ' | ' |
Chief Executive Officer [Member] | ' | ' | ' | ' | ' |
Overview Of The Company [Line Items] | ' | ' | ' | ' | ' |
Common stock shares sold | 487,857 | 35,398 | ' | ' | ' |
Cash proceeds from sale of common stock | 45,000,000 | 1,000,000 | ' | ' | ' |
Chief Executive Officer [Member] | Private Placement [Member] | ' | ' | ' | ' | ' |
Overview Of The Company [Line Items] | ' | ' | ' | ' | ' |
Common stock shares sold | 596,272 | ' | ' | ' | ' |
Cash proceeds from sale of common stock | 55,000,000 | ' | ' | ' | ' |
Adjustment [Member] | ' | ' | ' | ' | ' |
Overview Of The Company [Line Items] | ' | ' | ' | ' | ' |
Decrease in purchase price of property and equipment | ' | ' | ' | 22,600,000 | ' |
Acquisition of property and equipment | ' | ' | ' | $34,400,000 | ' |
Overview_of_the_Company_Restat
Overview of the Company - Restatements of Condensed Consolidated Statements of Cash Flows (Detail) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash Flows From Operating Activities | ' | ' |
Net cash used in operating activities | $128,232 | ($228,590) |
Cash Flows From Investing Activities | ' | ' |
Purchases of property and equipment, excluding capital leases | -174,790 | -175,175 |
Net cash used in investing activities | -159,912 | -146,173 |
Supplemental disclosure of noncash investing activities | ' | ' |
Acquisition of property and equipment | 24,708 | 36,240 |
As Previously Reported [Member] | ' | ' |
Cash Flows From Operating Activities | ' | ' |
Accounts payable and accrued liabilities | ' | 94,087 |
Net cash used in operating activities | ' | -206,020 |
Cash Flows From Investing Activities | ' | ' |
Purchases of property and equipment, excluding capital leases | ' | -197,745 |
Net cash used in investing activities | ' | -168,743 |
Supplemental disclosure of noncash investing activities | ' | ' |
Acquisition of property and equipment | ' | 1,810 |
Restatement Adjustment [Member] | ' | ' |
Cash Flows From Operating Activities | ' | ' |
Accounts payable and accrued liabilities | ' | -22,570 |
Net cash used in operating activities | ' | -22,570 |
Cash Flows From Investing Activities | ' | ' |
Purchases of property and equipment, excluding capital leases | ' | 22,570 |
Net cash used in investing activities | ' | 22,570 |
Supplemental disclosure of noncash investing activities | ' | ' |
Acquisition of property and equipment | ' | 34,430 |
As Restated [Member] | ' | ' |
Cash Flows From Operating Activities | ' | ' |
Accounts payable and accrued liabilities | ' | 71,517 |
Net cash used in operating activities | ' | -228,590 |
Cash Flows From Investing Activities | ' | ' |
Purchases of property and equipment, excluding capital leases | ' | -175,175 |
Net cash used in investing activities | ' | -146,173 |
Supplemental disclosure of noncash investing activities | ' | ' |
Acquisition of property and equipment | ' | $36,240 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | |||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2008 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Apr. 30, 2013 | Apr. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
mi | New Vehicle Limited Warranty [Member] | Model S [Member] | Automotive sales [Member] | Automotive sales [Member] | Tesla Roadsters [Member] | Tesla Roadsters [Member] | Minimum [Member] | Maximum [Member] | Vehicle service plans [Member] | Supercharger network [Member] | ||||||
mi | mi | New Vehicle Limited Warranty [Member] | ||||||||||||||
mi | ||||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $17,500,000 | $7,200,000 |
Resale agreement term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '36 months | '39 months | ' | ' |
Deferred revenue | 63,739,000 | ' | 63,739,000 | ' | ' | 1,905,000 | ' | 160,800,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Resale value guarantee | 159,010,000 | ' | 159,010,000 | ' | ' | ' | ' | 159,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Operating lease vehicles, net | 268,824,000 | ' | 268,824,000 | ' | ' | 10,071,000 | ' | 262,800,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | 431,346,000 | 50,104,000 | 1,398,277,000 | 106,924,000 | ' | ' | ' | ' | 9,400,000 | 11,300,000 | ' | ' | ' | ' | ' | ' |
Cost of automotive sales | 328,478,000 | 58,865,000 | 1,098,604,000 | 100,714,000 | ' | ' | ' | ' | 5,900,000 | 7,300,000 | ' | ' | ' | ' | ' | ' |
Warranty period, years | ' | ' | ' | ' | '3 years | ' | ' | '4 years | ' | ' | '8 years | '4 years | ' | ' | ' | ' |
Warranty coverage, vehicle mileage | ' | ' | ' | ' | 36,000 | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Extended product warranty period, years | ' | ' | ' | ' | '4 years | ' | '3 years | '4 years | ' | ' | ' | ' | ' | ' | ' | ' |
Extended warranty coverage, vehicle additional mileage | ' | ' | ' | ' | 50,000 | ' | 36,000 | 50,000 | ' | ' | ' | 125,000 | ' | ' | ' | ' |
Extended warranty coverage, vehicle mileage (in miles) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Unlimited | ' | ' | ' | ' |
Warranty costs incurred for resale value guarantee | 700,000 | ' | 1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes, conversion price | $124.52 | ' | $124.52 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized tax benefits | 15,900,000 | ' | 15,900,000 | ' | ' | 12,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized tax benefits that would affect effective tax rate | $1,100,000 | ' | $1,100,000 | ' | ' | $300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Schedule of Accrued Warranty Activity (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Commitments And Contingencies Disclosure [Abstract] | ' | ' | ' | ' |
Accrued warranty - beginning of period | $36,877 | $5,723 | $13,012 | $6,315 |
Warranty costs incurred | -6,392 | -958 | -11,100 | -2,640 |
Changes in liability for pre-existing warranties, including expirations | 4,878 | ' | 8,052 | ' |
Provision for warranty | 18,359 | 1,455 | 43,758 | 2,545 |
Accrued warranty - end of period | $53,722 | $6,220 | $53,722 | $6,220 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Summary of Accounts Receivable from OEM Customers in Excess of 10% of Total Accounts Receivable (Detail) (Accounts receivable [Member]) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
Customer A [Member] | ' | ' |
Concentration Risk [Line Items] | ' | ' |
Accounts receivable in excess of 10% of total accounts receivable | 31.00% | 56.00% |
Customer B [Member] | ' | ' |
Concentration Risk [Line Items] | ' | ' |
Accounts receivable in excess of 10% of total accounts receivable | 9.00% | 15.00% |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies - Schedule of Potential Weighted Common Shares Outstanding that were Excluded from Computation of Basic and Diluted Net Loss per Share of Common Stock (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Stock options [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Potential common shares excluded from computation of net loss per share | 14,390,740 | 6,836,618 | 13,126,128 | 7,069,406 |
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 | 852,987 | ' | 453,255 | ' |
Employee stock purchase plan [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Potential common shares excluded from computation of net loss per share | 16,401 | 47,446 | 16,401 | 47,446 |
Restricted stock units [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Potential common shares excluded from computation of net loss per share | 8,870 | ' | 69 | ' |
DOE warrant [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Potential common shares excluded from computation of net loss per share | ' | 2,307,715 | ' | 2,340,734 |
Balance_Sheet_Components_Sched
Balance Sheet Components - Schedule of Inventory (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Raw materials | $164,346 | $163,637 |
Work in process | 38,608 | 24,535 |
Finished goods | 102,387 | 62,559 |
Service parts | 42,204 | 17,773 |
Total | $347,545 | $268,504 |
Balance_Sheet_Components_Sched1
Balance Sheet Components - Schedule of Property, Plant and Equipment, Net (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $770,864 | $609,772 |
Less: Accumulated depreciation and amortization | -116,382 | -57,543 |
Property, plant and equipment, Total | 654,482 | 552,229 |
Machinery, equipment and office furniture [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 292,970 | 223,745 |
Tooling [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 219,577 | 172,584 |
Leasehold improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 74,396 | 39,224 |
Building and building improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 62,710 | 50,574 |
Land [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 45,020 | 26,391 |
Computer equipment and software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 32,281 | 22,125 |
Construction in progress [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $43,910 | $75,129 |
Balance_Sheet_Components_Addit
Balance Sheet Components - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Jul. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
acre | |||||
Debt Disclosure [Abstract] | ' | ' | ' | ' | ' |
Interest expense capitalized | ' | $0.40 | $2.10 | $2.90 | $5.50 |
Depreciation and amortization expense | ' | 21.2 | 6.8 | 58.8 | 13.7 |
Number of acres of land purchased | 31 | ' | ' | ' | ' |
Purchase land value at cost | $18.50 | ' | ' | ' | ' |
Balance_Sheet_Components_Sched2
Balance Sheet Components - Schedule of Other Assets (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ' | ' |
Emission permits | $13,837 | $14,267 |
Loan facility issuance costs, net | ' | 5,759 |
Other | 2,190 | 1,937 |
Total | $16,027 | $21,963 |
Balance_Sheet_Components_Sched3
Balance Sheet Components - Schedule of Accrued Liabilities (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Payables And Accruals [Abstract] | ' | ' |
Payroll and related costs | $20,147 | $15,525 |
Taxes payable | 18,645 | 9,710 |
Accrued warranty | 17,228 | 3,056 |
Accrued purchases | 13,835 | 10,334 |
Other | 4,676 | 1,173 |
Total | $74,531 | $39,798 |
Balance_Sheet_Components_Sched4
Balance Sheet Components - Schedule of Other Long-Term Liabilities (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ' | ' |
Accrued warranty, long-term | $36,493 | $9,957 |
Deferred rent liability | 8,530 | 6,075 |
Environmental liabilities | 5,300 | 5,300 |
Other | 3,525 | 3,838 |
Total | $53,848 | $25,170 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments - Schedule of Fair Value Hierarchy of Financial Assets and Financial Liabilities Carried at Fair Value (Detail) (USD $) | Sep. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' |
Common stock warrant liability | ' | ' | $10,692 | $9,734 | $8,529 | $8,838 |
Money market funds [Member] | ' | ' | ' | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' |
Financial assets, Fair Value | 371,270 | ' | 60,272 | ' | ' | ' |
Level I [Member] | ' | ' | ' | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' |
Common stock warrant liability | ' | ' | ' | ' | ' | ' |
Level I [Member] | Money market funds [Member] | ' | ' | ' | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' |
Financial assets, Fair Value | 371,270 | ' | 60,272 | ' | ' | ' |
Level II [Member] | ' | ' | ' | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' |
Common stock warrant liability | ' | ' | ' | ' | ' | ' |
Level II [Member] | Money market funds [Member] | ' | ' | ' | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' |
Financial assets, Fair Value | ' | ' | ' | ' | ' | ' |
Level III [Member] | ' | ' | ' | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' |
Common stock warrant liability | ' | ' | 10,692 | ' | ' | ' |
Level III [Member] | Money market funds [Member] | ' | ' | ' | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' | ' | ' |
Financial assets, Fair Value | ' | ' | ' | ' | ' | ' |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments - Schedule of Changes in Fair Value of Common Stock Warrant Liability (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Fair Value Disclosures [Abstract] | ' | ' | ' | ' |
Fair value, beginning of period | ' | $8,529 | $10,692 | $8,838 |
Change in fair value | ' | 1,205 | -10,692 | 896 |
Fair value, end of period | ' | $9,734 | ' | $9,734 |
Fair_Value_of_Financial_Instru4
Fair Value of Financial Instruments - Additional Information (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Debt Disclosure [Abstract] | ' | ' |
Estimated fair value of notes | $1.12 | $366.90 |
Par value of convertible senior notes | $660 | $452.30 |
Customer_Deposits_Additional_I
Customer Deposits - Additional Information (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Liabilities Disclosure [Abstract] | ' | ' |
Customer deposits | $140,277 | $138,817 |
Convertible_and_Longterm_Debt_1
Convertible and Long-term Debt Obligations - 1.50% Convertible Senior Notes and Call Spread - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2013 | Sep. 30, 2013 | 31-May-13 | Dec. 31, 2012 | Oct. 31, 2012 | 31-May-13 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
D | 1.50% Convertible Senior Notes [Member] | 1.50% Convertible Senior Notes [Member] | Warrants [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | |||||
D | 1.50% Convertible Senior Notes [Member] | Warrants [Member] | 1.50% Convertible Senior Notes [Member] | Warrants [Member] | ||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount of Notes | ' | ' | ' | ' | ' | $660,000,000 | ' | ' | ' | ' | ' | ' |
Debt instrument interest rate | ' | ' | ' | ' | ' | 1.50% | ' | ' | ' | ' | ' | ' |
Proceeds from convertible senior notes, net of underwriting discounts and offering costs | ' | ' | ' | ' | ' | 648,000,000 | ' | ' | ' | ' | ' | ' |
Debt issuance costs | ' | ' | ' | ' | ' | 12,000,000 | ' | ' | ' | ' | ' | ' |
Debt payment due dates | ' | 'Payable semi-annually in arrears on June 1 and December 1 of each year, commencing on December 1, 2013 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest expenses | 500,000 | 700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Coupon interest expense | 2,500,000 | 3,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible principal amount | ' | 1,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible instrument, shares issued | ' | 8.0306 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument convertible, conversion price per share | $124.52 | $124.52 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock price to conversion price, number of consecutive trading days | ' | '30 days | ' | ' | ' | ' | ' | ' | '20 days | ' | '30 days | ' |
Common stock price to conversion price, number of trading days | ' | 20 | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' |
Debt instrument convertible, percentage of conversion price | ' | ' | ' | ' | ' | ' | 130.00% | ' | ' | ' | ' | ' |
Average 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 | ' | 82,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, effective interest rate | 4.29% | 4.29% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of debt discount | 3,800,000 | 5,344,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term debt, less current portion | 582,500,000 | 582,500,000 | ' | 401,495,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Payment for purchase of common stock | 5,300,000 | 5,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock purchase price | $124.52 | $124.52 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Hedge transactions | ' | 177,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock share issued | 122,566,098 | 122,566,098 | 3,902,862 | 114,214,274 | 7,964,601 | ' | ' | 5,300,000 | ' | ' | ' | ' |
Common stock par value | $0.00 | $0.00 | ' | $0.00 | ' | ' | ' | $184.48 | ' | ' | ' | ' |
Proceeds from issuance of warrants | ' | 120,318,000 | ' | ' | ' | ' | ' | 120,300,000 | ' | ' | ' | ' |
Conversion price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | $124.52 | ' | $184.48 |
Common stock price to conversion price, percentage | ' | 130.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Difference between principal amount and carrying value of Notes | 77,500,000 | 77,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount of Notes | $660,000,000 | $660,000,000 | ' | $452,300,000 | ' | $660,000,000 | ' | ' | ' | ' | ' | ' |
Convertible_and_Longterm_Debt_2
Convertible and Long-term Debt Obligations - Full Repayment of Department of Energy Loan Facility - Additional Information (Detail) (USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
SecurityLoan | |
Debt Instrument [Line Items] | ' |
Loan facility, initiation date | 20-Jan-10 |
Number of multi-draw term loan facilities available | 2 |
Multi-draw term loan facilities aggregate principal amount | $465 |
DOE Loan Facility [Member] | ' |
Debt Instrument [Line Items] | ' |
Loan facility, maturity date | 15-Dec-17 |
Debt instrument payment including principal and interest | 451.8 |
Debt instrument payment of outstanding amount | 441 |
Debt instrument penalty for early repayment | 10.8 |
Reserve for loan repayment | $29.30 |
Convertible_and_Longterm_Debt_3
Convertible and Long-term Debt Obligations - DOE Warrant Expiration - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |
In Millions, except Share data, unless otherwise specified | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Debt Instrument [Line Items] | ' | ' | ' |
Warrant issued to DOE, shares purchasable | ' | 3,090,111 | ' |
Exercise price of the warrant issued, price per share | ' | 7.54 | ' |
Interest expense amortized during period | $0.20 | $5.80 | $0.50 |
Series E convertible preferred stock [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Warrant issued to DOE, shares purchasable | ' | 9,255,035 | ' |
Exercise price of the warrant issued, price per share | ' | 2.51 | ' |
Equity_Incentive_Plans_Additio
Equity Incentive Plans - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Aug. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' |
CEO Grant consists of number of vesting tranches | 10 | ' | ' | ' | ' |
Market capitalization | $4,000,000,000 | ' | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' | 55,566,000 | 35,729,000 |
2012 CEO Grant [Member] | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' |
Number of stock options granted | 5,274,901 | ' | ' | ' | ' |
Initial market capitalization | 3,200,000,000 | ' | ' | ' | ' |
Stock-based compensation expense | ' | $3,600,000 | $400,000 | $8,800,000 | $400,000 |
Equity_Incentive_Plans_Summary
Equity Incentive Plans - Summary of Stock-Based Compensation Expense (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $21,439 | $12,475 | $55,566 | $35,729 |
Cost of sales [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 3,017 | 471 | 5,616 | 556 |
Research and development [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 8,707 | 6,356 | 24,916 | 19,421 |
Selling, general and administrative [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $9,715 | $5,648 | $25,034 | $15,752 |
Information_about_Geographic_A2
Information about Geographic Areas - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Segment | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Number of reporting segment | ' | ' | 1 | ' |
Revenues | $431,346 | $50,104 | $1,398,277 | $106,924 |
United States [Member] | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Revenues | $268,800 | $41,000 | $1,190,000 | $66,000 |
Information_about_Geographic_A3
Information about Geographic Areas - Schedule of Revenues by Geographic Area (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Revenues | $431,346 | $50,104 | $1,398,277 | $106,924 |
Operating Segments [Member] | North America [Member] | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Revenues | 285,211 | 41,153 | 1,237,844 | 66,403 |
Operating Segments [Member] | Europe [Member] | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Revenues | 145,978 | 7,606 | 159,572 | 33,594 |
Operating Segments [Member] | Asia [Member] | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Revenues | $157 | $1,345 | $861 | $6,927 |
Information_about_Geographic_A4
Information about Geographic Areas - Schedule of Long-Lived Assets by Geographic Area (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule Of Assets By Segment [Line Items] | ' | ' |
Long-lived Assets | $923,306 | $562,300 |
Operating Segments [Member] | United States [Member] | ' | ' |
Schedule Of Assets By Segment [Line Items] | ' | ' |
Long-lived Assets | 904,535 | 552,302 |
Operating Segments [Member] | International [Member] | ' | ' |
Schedule Of Assets By Segment [Line Items] | ' | ' |
Long-lived Assets | $18,771 | $9,998 |
Strategic_Partnerships_Additio
Strategic Partnerships - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Oct. 31, 2010 | Sep. 30, 2012 | Oct. 31, 2010 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Toyota RAV4 Program Phase 1 contract services agreement [Member] | Toyota RAV4 Program Phase 1 contract services agreement [Member] | Upfront payment arrangement [Member] | Daimler Mercedes-Benz EV Program [Member] | Daimler Mercedes-Benz EV Program [Member] | Daimler Mercedes-Benz EV Program [Member] | Toyota supply and services agreement [Member] | Toyota supply and services agreement [Member] | Toyota supply and services agreement [Member] | Toyota supply and services agreement [Member] | |||||
Vehicle | ||||||||||||||
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Development services revenue recognized | $1,150,000 | $81,000 | $11,343,000 | $15,601,000 | ' | $10,700,000 | ' | $1,200,000 | $11,300,000 | $4,300,000 | ' | ' | ' | ' |
Number of purchase orders | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' |
Future milestone payments | ' | ' | ' | ' | 60,100,000 | ' | ' | ' | 33,200,000 | ' | ' | ' | ' | ' |
Revenue from automotive sales | 430,196,000 | 50,023,000 | 1,386,934,000 | 91,323,000 | ' | ' | ' | ' | ' | ' | 7,200,000 | 10,400,000 | 34,900,000 | 15,100,000 |
Aggregate amount of payments received during period | ' | ' | ' | ' | ' | ' | $5,000,000 | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | 31-May-10 | Sep. 30, 2013 | Dec. 31, 2012 |
NUMMI [Member] | NUMMI [Member] | ||||
Commitments And Contingencies [Line Items] | ' | ' | ' | ' | ' |
Estimated fair value of environmental liabilities | ' | ' | $5,300,000 | ' | ' |
Agreement term for governmentally-required remediation activities for contamination, years | ' | ' | ' | '10 years | ' |
Environmental remediation costs expected to be paid | ' | ' | ' | 15,000,000 | ' |
Environmental remediation costs expected to be paid by a seller after the first amount is paid by Company | ' | ' | ' | 15,000,000 | ' |
Environmental remediation costs expected to be paid by a seller on behalf of the company | ' | ' | ' | 15,000,000 | ' |
Period in which remediation activity expenses will be paid by acquired entity if incurred | ' | ' | ' | '4 years | ' |
Maximum amount that can be spent on remediation activities | ' | ' | ' | 30,000,000 | ' |
Environmental liabilities | $5,300,000 | $5,300,000 | ' | $5,300,000 | $5,300,000 |
Subsequent_Event_Additional_In
Subsequent Event - Additional Information (Detail) (Subsequent Event [Member]) | 1 Months Ended |
Oct. 31, 2013 | |
Number | |
Subsequent Event [Line Items] | ' |
Long-term purchase of minimum lithium-ion battery cells | 1,800,000,000 |
Purchase Agreement term | '2014 through 2017 |
Original agreement date | 5-Oct-11 |
Supply Agreement [Member] | ' |
Subsequent Event [Line Items] | ' |
Extend term of Agreement | 'Two years until December 31, 2017 |