Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 30, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | TSLA | |
Entity Registrant Name | Tesla, Inc. | |
Entity Central Index Key | 1,318,605 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 169,793,685 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 2,665,673 | $ 3,367,914 |
Restricted cash | 120,194 | 155,323 |
Accounts receivable, net | 652,848 | 515,381 |
Inventory | 2,565,826 | 2,263,537 |
Prepaid expenses and other current assets | 379,379 | 268,365 |
Total current assets | 6,383,920 | 6,570,520 |
Property, plant and equipment, net | 10,519,226 | 10,027,522 |
Intangible assets, net | 346,428 | 361,502 |
Goodwill | 61,284 | 60,237 |
MyPower customer notes receivable, net of current portion | 449,754 | 456,652 |
Restricted cash, net of current portion | 433,841 | 441,722 |
Other assets | 415,478 | 273,123 |
Total assets | 27,271,429 | 28,655,372 |
Current liabilities | ||
Accounts payable | 2,603,498 | 2,390,250 |
Accrued liabilities and other | 1,898,431 | 1,731,366 |
Deferred revenue | 536,465 | 1,015,253 |
Resale value guarantees | 629,112 | 787,333 |
Customer deposits | 984,823 | 853,919 |
Current portion of long-term debt and capital leases | 1,915,530 | 796,549 |
Total current liabilities | 8,650,359 | 7,674,670 |
Long-term debt and capital leases, net of current portion | 8,761,070 | 9,415,700 |
Convertible senior notes issued to related parties | 2,556 | 2,519 |
Deferred revenue, net of current portion | 818,250 | 1,177,799 |
Resale value guarantees, net of current portion | 756,800 | 2,309,222 |
Other long-term liabilities | 2,561,886 | 2,442,970 |
Total liabilities | 21,551,021 | 23,022,980 |
Commitments and contingencies (Note 12) | ||
Redeemable noncontrolling interests in subsidiaries | 405,835 | 397,734 |
Convertible senior notes (Note 10) | 2 | 70 |
Stockholders' equity | ||
Preferred stock; $0.001 par value; 100,000 shares authorized; no shares issued and outstanding | ||
Common stock; $0.001 par value; 2,000,000 shares authorized; 169,750 and 168,797 shares issued and outstanding as of March 31, 2018 and December 31, 2017, respectively | 170 | 169 |
Additional paid-in capital | 9,418,896 | 9,178,024 |
Accumulated other comprehensive gain | 82,921 | 33,348 |
Accumulated deficit | (5,051,292) | (4,974,299) |
Total stockholders' equity | 4,450,695 | 4,237,242 |
Noncontrolling interests in subsidiaries | 863,876 | 997,346 |
Total liabilities and equity | 27,271,429 | 28,655,372 |
Operating Lease Vehicles [Member] | ||
Current assets | ||
Operating lease net | 2,315,124 | 4,116,604 |
Solar Energy Systems [Member] | ||
Current assets | ||
Operating lease net | 6,346,374 | 6,347,490 |
Solar Bonds [Member] | ||
Current liabilities | ||
Current portion of solar bonds and promissory notes issued to related parties | 82,500 | 100,000 |
Solar bonds issued to related parties, net of current portion | $ 100 | $ 100 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Preferred stock par value | $ 0.001 | $ 0.001 |
Preferred stock shares authorized | 100,000,000 | 100,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock shares issued | 169,750,000 | 168,797,000 |
Common stock shares outstanding | 169,750,000 | 168,797,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues | ||
Automotive sales | $ 2,561,881 | $ 2,035,060 |
Automotive leasing | 173,436 | 254,540 |
Total automotive revenues | 2,735,317 | 2,289,600 |
Energy generation and storage | 410,022 | 213,944 |
Services and other | 263,412 | 192,726 |
Total revenues | 3,408,751 | 2,696,270 |
Cost of revenues | ||
Automotive sales | 2,091,397 | 1,496,649 |
Automotive leasing | 104,496 | 166,026 |
Total automotive cost of revenues | 2,195,893 | 1,662,675 |
Energy generation and storage | 375,363 | 151,773 |
Services and other | 380,969 | 213,876 |
Total cost of revenues | 2,952,225 | 2,028,324 |
Gross profit | 456,526 | 667,946 |
Operating expenses | ||
Research and development | 367,096 | 322,040 |
Selling, general and administrative | 686,404 | 603,455 |
Total operating expenses | 1,053,500 | 925,495 |
Loss from operations | (596,974) | (257,549) |
Interest income | 5,214 | 3,090 |
Interest expense | (149,546) | (99,346) |
Other expense, net | (37,716) | (18,098) |
Loss before income taxes | (779,022) | (371,903) |
Provision for income taxes | 5,605 | 25,278 |
Net loss | (784,627) | (397,181) |
Net loss attributable to noncontrolling interests and redeemable noncontrolling interests in subsidiaries | (75,076) | (66,904) |
Net loss attributable to common stockholders | $ (709,551) | $ (330,277) |
Net loss per share of common stock attributable to common stockholders | ||
Basic | $ (4.19) | $ (2.04) |
Diluted | $ (4.19) | $ (2.04) |
Weighted average shares used in computing net loss per share of common stock | ||
Basic | 169,146 | 162,129 |
Diluted | 169,146 | 162,129 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss attributable to common stockholders | $ (709,551) | $ (330,277) |
Unrealized gains (losses) on derivatives: | ||
Reclassification adjustment for net losses into net loss | (5,570) | |
Net unrealized loss on derivatives | (5,570) | |
Foreign currency translation adjustment | 49,573 | 8,541 |
Other comprehensive income | 49,573 | 2,971 |
Comprehensive loss | $ (659,978) | $ (327,306) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash Flows from Operating Activities | ||
Net loss | $ (784,627) | $ (397,181) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 416,233 | 376,602 |
Stock-based compensation | 141,639 | 103,717 |
Amortization of debt discounts and issuance costs | 39,345 | 31,747 |
Inventory write-downs | 18,546 | 26,918 |
Loss on disposals of fixed assets | 52,237 | 41,120 |
Foreign currency transaction losses | 47,661 | 5,064 |
Loss related to SolarCity acquisition | 11,571 | |
Non-cash interest and other operating activities | (3,984) | (6,589) |
Changes in operating assets and liabilities, net of effect of business combinations: | ||
Accounts receivable | (169,142) | 91,541 |
Inventories | (322,081) | (124,514) |
Operating lease vehicles | (97,196) | (458,965) |
Prepaid expenses and other current assets | (50,001) | (75,504) |
MyPower customer notes receivable and other assets | (57,583) | 8,006 |
Accounts payable and accrued liabilities | 317,983 | 2,531 |
Deferred revenue | 45,795 | 103,941 |
Customer deposits | 67,359 | (51,004) |
Resale value guarantee | 184,579 | |
Other long-term liabilities | (60,560) | 56,609 |
Net cash used in operating activities | (398,376) | (69,811) |
Cash Flows from Investing Activities | ||
Purchases of property and equipment excluding capital leases, net of sales | (655,662) | (552,624) |
Purchases of solar energy systems, leased and to be leased | (72,975) | (219,948) |
Business combinations, net of cash acquired | (109,147) | |
Net cash used in investing activities | (728,637) | (881,719) |
Cash Flows from Financing Activities | ||
Proceeds from issuances of common stock in public offerings | 400,175 | |
Proceeds from issuances of convertible and other debt | 1,775,481 | 1,838,166 |
Repayments of convertible and other debt | (1,389,388) | (690,945) |
Repayments of borrowings under Solar Bonds issued to related parties | (17,500) | (90,000) |
Collateralized lease (repayments) borrowings | (87,092) | 186,355 |
Proceeds from exercises of stock options and other stock issuances | 94,018 | 57,307 |
Principal payments on capital leases | (18,787) | (18,303) |
Common stock and debt issuance costs | (2,913) | (11,094) |
Purchases of convertible note hedges | (204,102) | |
Proceeds from issuances of warrants | 52,883 | |
Proceeds from investments by noncontrolling interests in subsidiaries | 73,704 | 142,003 |
Distributions paid to noncontrolling interests in subsidiaries | (52,942) | (63,696) |
Payments for buy-outs of noncontrolling interests in subsidiaries | (2,921) | |
Net cash provided by financing activities | 371,660 | 1,598,749 |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | 10,102 | 11,643 |
Net (decrease) increase in cash and cash equivalents and restricted cash | (745,251) | 658,862 |
Cash and cash equivalents and restricted cash, beginning of period | 3,964,959 | 3,766,900 |
Cash and cash equivalents and restricted cash, end of period | 3,219,708 | 4,425,762 |
Supplemental Non-Cash Investing and Financing Activities | ||
Acquisitions of property and equipment included in liabilities | 286,975 | 654,322 |
Estimated fair value of facilities under build-to-suit leases | $ 56,169 | $ 65,244 |
Overview
Overview | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Overview | Note 1 – Overview Tesla, Inc. (“Tesla”, the “Company”, “we”, “us” or “our”) was incorporated in the State of Delaware on July 1, 2003. We design, develop, manufacture and sell high-performance fully electric vehicles and design, manufacture, install and sell solar energy generation and energy storage products. Our Chief Executive Officer, as the chief operating decision maker (“CODM”), organizes the Company, manages resource allocations and measures performance among two operating and reportable segments: (i) automotive and (ii) energy generation and storage. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Unaudited Interim Financial Statements The consolidated balance sheet as of March 31, 2018, the consolidated statements of operations and the consolidated statements of comprehensive loss for the three months ended March 31, 2018 and 2017 and the consolidated statements of cash flows for the three months ended March 31, 2018 and 2017, as well as other information disclosed in the accompanying notes, are unaudited. The consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. The interim consolidated financial statements and the accompanying notes should be read in conjunction with the annual consolidated financial statements and the accompanying notes contained in our Annual Report on Form 10-K for the year ended December 31, 2017. The interim consolidated financial statements and the accompanying notes have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented. The consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future years or interim periods. Reclassifications Certain prior period balances have been reclassified to conform to the current period presentation in the consolidated financial statements and the accompanying notes as a result of the adoption of the Accounting Standards Update (“ASU”) 2016-18 , Statement of Cash Flows: Restricted Cash Revenue Recognition Adoption of new accounting standards ASU 2014-09, Revenue - Revenue from Contracts with Custome A majority of our automotive sales revenue is recognized when control transfers upon delivery to customers. For certain vehicle sales where revenue was previously deferred either as an in-substance operating lease, such as certain vehicle sales to customers or leasing partners with a resale value guarantee, we now recognize revenue when the vehicles are shipped as a sale with a right of return. As a result, the corresponding operating lease asset, deferred revenue, and resale value guarantee balances as of December 31, 2017, were reclassified to accumulated deficit as part of our adoption entry. Furthermore, the warranty liability related to such vehicles has been accrued as a result of the change from in-substance operating leases to vehicle sales. Prepayments on contracts that can be cancelled without significant penalties, such as vehicle maintenance plans, have been reclassified from deferred revenue to customer deposits. Refer to the Automotive Revenue Automotive Leasing Revenue Following the adoption of the new revenue standard, the revenue recognition for our other sales arrangements, including sales of solar energy systems, energy storage products, services, and sales of used vehicles, remained consistent with our historical revenue recognition policy. Under our lease pass-through fund arrangements, we do not have any further performance obligations and therefore reclassified all investment tax credit (“ITC”) deferred revenue as of December 31, 2017, to accumulated deficit as part of our adoption entry. The corresponding effects of the changes to lease pass-through fund arrangements are also reflected in our non-controlling interests in subsidiaries. Accordingly, the cumulative effect of the changes made to our consolidated January 1, 2018 consolidated balance sheet for the adoption of the new revenue standard was as follows (in thousands): Balances at December 31, 2017 Adjustments from Adoption of New Revenue Standard Balances at January 1, 2018 Assets Inventory $ 2,263,537 $ (27,009 ) $ 2,236,528 Prepaid expenses and other current assets 268,365 51,735 320,100 Operating lease vehicles, net 4,116,604 (1,808,932 ) 2,307,672 Other assets 273,123 68,355 341,478 Liabilities Accrued liabilities and other 1,731,366 74,487 1,805,853 Deferred revenue 1,015,253 (436,737 ) 578,516 Resale value guarantees 787,333 (295,909 ) 491,424 Customer deposits 853,919 56,081 910,000 Deferred revenue, net of current portion 1,177,799 (429,771 ) 748,028 Resale value guarantees, net of current portion 2,309,222 (1,346,179 ) 963,043 Other long-term liabilities 2,442,970 104,767 2,547,737 Redeemable noncontrolling interests in subsidiaries 397,734 8,101 405,835 Equity Accumulated other comprehensive gain 33,348 15,221 48,569 Accumulated deficit (4,974,299 ) 623,172 (4,351,127 ) Noncontrolling interests in subsidiaries 997,346 (89,084 ) 908,262 In accordance with the new revenue standard requirements, the impact of adoption on our consolidated balance sheet was as follows (in thousands): March 31, 2018 As Reported Balances Without Adoption of New Revenue Standard Effect of Change Higher / (Lower) Assets Inventory $ 2,565,826 $ 2,597,055 $ (31,229 ) Prepaid expenses and other current assets 379,379 325,367 54,012 Operating lease vehicles, net 2,315,124 4,254,727 (1,939,603 ) Other assets 415,478 340,390 75,088 Liabilities Accrued liabilities and other 1,898,431 1,829,478 68,953 Deferred revenue 536,465 987,591 (451,126 ) Resale value guarantees 629,112 975,233 (346,121 ) Customer deposits 984,823 926,236 58,587 Deferred revenue, net of current portion 818,250 1,297,897 (479,647 ) Resale value guarantees, net of current portion 756,800 2,173,643 (1,416,843 ) Other long-term liabilities 2,561,886 2,446,724 115,162 Redeemable noncontrolling interests in subsidiaries 405,835 397,904 7,931 Equity Accumulated other comprehensive gain 82,921 52,150 30,771 Accumulated deficit (5,051,292 ) (5,707,801 ) 656,509 Noncontrolling interests in subsidiaries 863,876 949,784 (85,908 ) In accordance with the new revenue standard requirements, the impact of adoption on our consolidated statement of operations and consolidated statement of comprehensive loss was as follows (in thousands): Three Months Ended March 31, 2018 As Reported Balances Without Adoption of New Revenue Standard Effect of Change Higher / (Lower) Revenues Automotive sales $ 2,561,881 $ 2,262,843 $ 299,038 Automotive leasing 173,436 338,375 (164,939 ) Energy generation and storage 410,022 413,465 (3,443 ) Cost of revenues Automotive sales 2,091,397 1,875,272 216,125 Automotive leasing 104,496 225,581 (121,085 ) Provision for income taxes 5,605 6,332 (727 ) Net loss (784,627 ) (820,970 ) 36,343 Net loss attributable to noncontrolling interests and redeemable noncontrolling interests in subsidiaries (75,076 ) (78,082 ) 3,006 Net loss attributable to common stockholders (709,551 ) (742,888 ) 33,337 Foreign currency translation adjustment 49,573 34,023 15,550 Comprehensive loss (659,978 ) (708,865 ) 48,887 In accordance with the new revenue standard requirements, the impact of adoption on our consolidated statement of cash flows is a decrease in collateralized lease borrowings of $125.0 million from a net financing cash inflow of $37.9 million to a net financing cash outflow of $87.1 million as presented with an offsetting increase to cash outflows from operations. Additionally, the adjustments to the consolidated balance sheet, consolidated statement of operations and consolidated statement of comprehensive loss identified above would have corresponding impacts within the operating section of the consolidated statement of cash flows. Automotive Revenue Automotive Sales without Resale Value Guarantee Automotive revenue includes revenues related to deliveries of new vehicles, and specific other features and services that meet the definition of a performance obligation under the new revenue standard, including internet connectivity, access to our Supercharger network and future over-the-air software updates. We recognize revenue on automotive sales upon delivery to the customer, which is when the control of a vehicle transfers. Payments are typically received at the point control transfers or in accordance with payment terms customary to the business. Other features and services such as connectivity, Supercharger, and over-the-air software updates are provisioned upon control transfer of a vehicle and recognized over time on a straight-line basis as we have a stand-ready obligation to deliver such services to the customer. We recognize revenue related to these other features and services over the performance period, which is generally the expected ownership life of the vehicle or the eight-year life of the vehicle, except for internet connectivity, which is over the four-year period. Revenue related to Autopilot and full self-driving features is recognized when functionality is delivered to the customer. For our obligations related to automotive sales, we estimate standalone selling price by considering costs used to develop and deliver the service, third-party pricing of similar options and other information that may be available. At the time of revenue recognition, we reduce the transaction price and record a reserve against revenue for estimated variable consideration related to future product returns. Such estimates are based on historical experience and are immaterial in all periods presented. In addition, any fees that are paid or payable by us to a customer’s lender when we arrange the financing are recognized as an offset against automotive sales revenue. Costs to obtain a contract mainly relate to commissions paid to our sales personnel for the sale of vehicles. Commissions are not paid on other obligations such as connectivity, access to our Supercharger network, and over-the-air software updates . Automotive Sales with Resale Value Guarantee We offer resale value guarantees or similar buy-back terms to certain customers who purchase vehicles and who finance their vehicles through one of our specified commercial banking partners. We also offer resale value guarantees in connection with automobile sales to certain leasing partners. Currently, both programs are available only in certain international markets. Under these programs, we receive full payment for the vehicle sales price at the time of delivery and our counterparty has the option of selling their vehicle back to us during the guarantee period, which currently is generally at the end of the term of the applicable loan or financing program, for a pre-determined resale value. With the exception of two programs which are discussed within the Automotive Leasing Vehicle Sales to Leasing Partners with a Resale Value Guarantee and a Buyback Option Vehicle Sales to Customers with a Resale Value Guarantee where Exercise is Probable. Prior to the adoption of the new revenue standard, all transactions with resale value guarantees were recorded as operating leases. The amount of sale proceeds equal to the resale value guarantee was deferred until the guarantee expired or was exercised. For certain transactions that were considered interest bearing collateralized borrowings as required under ASC 840, Leases , we also accrued interest expense based on our borrowing rate. In cases where our counterparty retained ownership of the vehicle at the end of the guarantee period, the resale value guarantee liability and any remaining deferred revenue balances related to the vehicle were settled to automotive leasing revenue, and the net book value of the leased vehicle was expensed to cost of automotive leasing revenue. If our counterparty returned the vehicle to us during the guarantee period, we purchased the vehicle from our counterparty in an amount equal to the resale value guarantee and settled any remaining deferred balances to automotive leasing revenue, and we reclassified the net book value of the vehicle on the consolidated balance sheet to used vehicle inventory. Deferred revenue activity related to the access to our Supercharger network, internet connectivity, autopilot and over-the-air software updates on automotive sales with and without resale value guarantee consisted of the following (in thousands): Three Months Ended March 31, 2018 Deferred revenue on automotive sales with and without resale value guarantee— beginning of period $ 475,919 Additions 70,227 Net changes in liability for pre-existing contracts 2,882 Revenue recognized (21,611 ) Deferred revenue on automotive sales with and without resale value guarantee— end of period $ 527,417 Deferred revenue is equivalent to the total transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied, as of March 31, 2018. Additionally, revenue recognized per the above table is materially consistent with what was included in deferred revenue at the beginning of the period. Of the total deferred revenue on automotive sales with and without resale value guarantees, we expect to recognize $201.6 million of revenue in the next 12 months. The remaining balance will be recognized over the performance period as discussed above in Automotive Sales without Resale Value Guarantee Automotive Regulatory Credits California and certain other states have laws in place requiring vehicle manufacturers to ensure that a portion of the vehicles delivered for sale in that state during each model year are zero-emission vehicles. These laws and regulations provide that a manufacturer of zero-emission vehicles may earn regulatory credits (“ZEV credits”) and may sell excess credits to other manufacturers who apply such credits to comply with these regulatory requirements. Similar regulations exist at the federal level that require compliance related to greenhouse gas (“GHG”) emissions and also allow for the sale of excess credits by one manufacturer to other manufacturers. As a manufacturer solely of zero-emission vehicles, we have earned emission credits, such as ZEV and GHG credits, on our vehicles, and we expect to continue to earn these credits in the future. We enter into contractual agreements with third-parties to purchase our regulatory credits. Payments for regulatory credits are typically received at the point control transfers to the customer, or in accordance with payment terms customary to the business. We recognize revenue on the sale of regulatory credits at the time control of the regulatory credits is transferred to the purchasing party as automotive revenue in the consolidated statement of operations. We had no deferred revenue related to sales of automotive regulatory credits as of March 31, 2018 or December 31, 2017. Automotive Leasing Revenue Automotive leasing revenue includes revenue recognized under lease accounting guidance for our direct leasing programs as well as the two programs with resale value guarantees which continue to qualify for operating lease treatment. Prior to the adoption of the new revenue standard, all programs with resale value guarantees were accounted for as operating leases. Direct Vehicle Leasing Program We offer vehicle leasing programs in certain locations in North America and Europe. Qualifying customers are permitted to lease a vehicle directly from Tesla for up to 48 months. Currently, the program is only offered to qualified customers in North America. At the end of the lease term, customers have the option of either returning the vehicle to us or purchasing it for a pre-determined residual value. We account for these leasing transactions as operating leases, and we recognize leasing revenues on a straight-line basis over the contractual term and record the depreciation of these vehicles to cost of automotive leasing revenue. As of March 31, 2018 and December 31, 2017, we had deferred $105.6 million and $96.6 million, respectively, of lease-related upfront payments which will be recognized on a straight-line basis over the contractual term of the individual leases. Lease revenues are recorded in automotive leasing revenue, and for the three months ended March 31, 2018 and 2017, we recognized $74.8 million and $46.9 million, respectively. We capitalize shipping costs and initial direct costs such as the incremental cost of contract administration, referral fees and sales commissions from the origination of automotive lease agreements as an element of operating lease vehicles, net, and subsequently amortize these costs over the term of the related lease agreement. Our policy is to exclude taxes collected from a customer from the transaction price of automotive contracts. Vehicle Sales to Leasing Partners with a Resale Value Guarantee and a Buyback Option We offer buyback options in connection with automobile sales with resale value guarantees with certain leasing partner sales in the United States. These transactions entail a transfer of leases, which we have originated with an end-customer, to our leasing partner. As control of the vehicles has not been transferred in accordance with the new revenue standard, these transactions continue to be accounted for as interest bearing collateralized borrowings in accordance with ASC 840, Leases We have not sold any vehicles under this program in the United States since the second half of 2017 At the end of the lease term, we settle our liability in cash by either purchasing the vehicle from the leasing partner for the buyback option amount or paying a shortfall to the option amount the leasing partner may realize on the sale of the vehicle. Any remaining balances within deferred revenue and resale value guarantee will be settled to automotive leasing revenue. In cases where the leasing partner retains ownership of the vehicle after the end of our option period, we expense the net value of the leased vehicle to cost of automotive leasing revenue . The maximum amount we could be required to pay under this program, should we decide to repurchase all vehicles, was $837.2 million as of , including $504.0 million within a 12-month period. As of we had of such borrowings recorded in resale value guarantees and $183.0 million recorded in deferred revenue liability, On a quarterly basis, we assess the estimated market values of vehicles under our buyback options program to determine if we have sustained a loss on any of these contracts. As we accumulate more data related to the buyback values of our vehicles or as market conditions change, there may be material changes to their estimated values, although we have not experienced any material losses during any period to date. Vehicle Sales to Customers with a Resale Value Guarantee where Exercise is Probable For certain international programs where we have offered resale value guarantees to certain customers who purchased vehicles and where we expect the customer has a significant economic incentive to exercise the resale value guarantee provided to them, we continue to recognize these transactions as operating leases. The process to determine whether there is a significant economic incentive includes a comparison of a vehicle’s estimated market value at the time the option is exercisable with the guaranteed resale value to determine the customer’s economic incentive to exercise. We have not sold any vehicles under this program since the first half of 2017 and all current period activity relates to the exercise or cancellation of active transactions. The amount of sale proceeds equal to the resale value guarantee is deferred until the guarantee expires or is exercised. The remaining sale proceeds are deferred and recognized on a straight-line basis over the stated guarantee period to automotive leasing revenue. The guarantee period expires at the earlier of the end of the guarantee period or the pay-off of the initial loan. We capitalize the cost of these vehicles on the consolidated balance sheet as operating lease vehicles, net, and depreciate their value, less salvage value, to cost of automotive leasing revenue over the same period. In cases where a customer retains ownership of a vehicle at the end of the guarantee period, the resale value guarantee liability and any remaining deferred revenue balances related to the vehicle are settled to automotive leasing revenue, and the net book value of the leased vehicle is expensed to cost of automotive leasing revenue. If a customer returns the vehicle to us during the guarantee period, we purchase the vehicle from the customer in an amount equal to the resale value guarantee and settle any remaining deferred balances to automotive leasing revenue, and we reclassify the net book value of the vehicle on the consolidated balance sheet to used vehicle inventory. As of March 31, 2018, $125.1 million of the guarantees were exercisable by customers within the next 12 months. For the three months ended March 31, 2018, $16.1 million of leasing revenue related to this program was recognized. Energy Generation and Storage Segment Energy Generation and Storage Sales Energy generation and storage revenues consists of the sale of solar energy and storage systems to residential, small commercial, and large commercial and utility grade customers. Sales of solar energy systems to residential and small scale commercial customers consists of the engineering, design, and installation of the system. Post installation, residential and small scale commercial customers receive a proprietary monitoring system that captures and displays historical energy generation data and consists of hardware located on site and software hosted by us. Residential and small scale commercial customers pay the full purchase price of the solar energy system up-front, which includes the monitoring system. Revenue for the design and installation obligation is recognized when control transfers, which is when we install a solar energy system and the system passes inspection by the utility or the authority having jurisdiction. Revenue for the monitoring service is recognized ratably as a stand-ready obligation over the warranty period of the solar energy system. Sales of energy storage systems to residential and small scale commercial customers consists of the installation of the energy storage system and revenue is recognized when control transfers, which is when the product has been delivered or, if we are performing installation, when installed and accepted by the customer. Payment for such storage systems are made upon invoice or in accordance with payment terms customary to the business. For large commercial and utility grade solar energy and storage sales which consist of the engineering, design, and installation of the system, customers make milestone payments that are consistent with contract specific phases of a project. Revenue from such contracts is recognized over time using percentage of completion method based on cost incurred as a percentage of total estimated contract costs. Certain large scale commercial and utility grade solar energy and storage sales also include operations and maintenance service which are negotiated with the design and installation contracts and are thus considered to be a combined contract with the design and installation service. For certain large commercial and utility grade solar and storage systems where percentage of completion method does not apply, revenue is recognized when control transfers, which is when the product has been delivered to the customer for storage systems and when the project has received permission to operate from the utility for solar energy systems. In instances where there are multiple performance obligations in a single contract, we allocate the consideration to the various obligations in the contract based on the relative standalone selling price method. Standalone selling prices are estimated based on estimated costs plus margin or using market data for comparable products. Costs incurred on the sale of residential installations before the solar energy systems are completed are included as work in process within inventory in the consolidated balance sheets. However, any fees that are paid or payable by us to a solar loan lender would be recognized as an offset against revenue. Costs to obtain a contract relate mainly to commissions paid to our sales personnel related to the sale of solar energy and storage systems. As our contract costs related to energy generation and storage sales are typically fulfilled within one year, the costs to obtain a contract are expensed as incurred. As part of our energy generation and storage contracts, we may provide the customer with performance guarantees that warrant that the underlying energy generation or storage system will meet or exceed the minimum contract energy generation or retention requirements. In certain instances, we may receive a bonus payment if the system performs above a specified level. Conversely, if an energy generation or storage system does not meet the performance guarantee requirements, we may be required to pay liquidated damages. Other forms of variable consideration related to our large commercial and utility grade energy generation and storage contracts include variable customer payments that will be made based on our energy market participation activities. Such guarantees and variable customer payments represent a form of variable consideration and are estimated at contract inception at their most likely amount and updated at the end of each reporting period as additional performance data becomes available. Such estimates are included in the transaction price only to the extent that it is probable a significant reversal of revenue will not occur. We record as deferred revenue any amounts that are collected from customers related to fees charged for prepayments and remote monitoring service and operations and maintenance service, which is recognized as revenue ratably over the respective customer contract term. As of March 31, 2018 and December 31, 2017, deferred revenue related to such customer payments amounted to $135.3 million and $124.0 million, respectively. From the deferred revenue balance as of December 31, 2017, revenue recognized during the three months ended March 31, 2018 was $15.4 million. We have elected the practical expedient to omit disclosure of the amount of the transaction price allocated to remaining performance obligations for energy generation and storage sales with an original expected contract length of one year or less. As of March 31, 2018, total transaction price allocated to performance obligations that were unsatisfied or partially unsatisfied for contracts with an original expected length of more than one year was $228.0 million. Of this amount, we expect to recognize $128.4 million in the next 12 months and the remaining over a period of 20 years. Energy Generation and Storage Leasing For revenue arrangements where we are the lessor under operating lease agreements for solar energy systems, including energy storage products, we record lease revenue from minimum lease payments, including upfront rebates and incentives earned from such systems, on a straight-line basis over the life of the lease term, assuming all other revenue recognition criteria have been met. For incentives that are earned based on the amount of electricity generated by the system, we record revenue as the amounts are earned. The difference between the payments received and the revenue recognized is recorded as deferred revenue on the consolidated balance sheet. For solar energy systems where customers purchase electricity from us under power purchase agreements (“PPA”), we have determined that these agreements should be accounted for as operating leases pursuant to ASC 840. Revenue is recognized based on the amount of electricity delivered at rates specified under the contracts, assuming all other revenue recognition criteria are met. We record as deferred revenue any amounts that are collected from customers, including lease prepayments, in excess of revenue recognized and operations and maintenance service, which is recognized as revenue ratably over the respective customer contract term. As of March 31, 2018 and December 31, 2017, deferred revenue related to such customer payments amounted to $221.2 million and $206.8 million, respectively. Deferred revenue also includes the portion of rebates and incentives received from utility companies and various local and state government agencies, which are recognized as revenue over the lease term. As of March 31, 2018 and December 31, 2017, deferred revenue from rebates and incentives amounted to $29.2 million and $27.2 million, respectively. We capitalize initial direct costs from the origination of solar energy system leases or power purchase agreements, which include the incremental cost of contract administration, referral fees and sales commissions, as an element of solar energy systems, leased and to be leased, net, and subsequently amortize these costs over the term of the related lease or power purchase agreement. Services and Other Revenue Services and other revenue consists of repair and maintenance services, service plans, merchandise, sales of used Tesla vehicles, sales of electric vehicle components to other manufacturers and sales of non-Tesla vehicle trade-ins. There were no significant changes to the timing or amount of revenue recognition as a result of our adoption of the new revenue standard. Revenues related to repair and maintenance services are recognized over time as services are provided and extended service plans are recognized over the performance period of the service contract as the obligation represents a stand-ready obligation to the customer. We sell used vehicles, services, service plans, vehicle components and merchandise separately and thus use standalone selling prices as the basis for revenue allocation to the extent that these items are sold in transactions with other performance obligations. Payment for used vehicles, services, and merchandise are typically received at the point when control transfers to the customer or in accordance with payment terms customary to the business. Payments received for prepaid plans are refundable upon customer cancellation of the related contracts and are included within customer deposits on the consolidated balance sheet. Deferred revenue related to services and other revenue was immaterial as of March 31, 2018 and December 31, 2017. Revenue by source The following table disaggregates our revenue by major source (in thousands): Three Months Ended March 31, 2018 Automotive sales without resale value guarantee $ 2,182,514 Automotive sales with resale value guarantee 299,038 Automotive regulatory credits 80,329 Energy generation and storage sales 297,895 Services and other 263,412 Total revenues from sales and services 3,123,188 Automotive leasing 173,436 Energy generation and storage leasing 112,127 Total revenues $ 3,408,751 Income Taxes There are transactions that occur during the ordinary course of business for which the ultimate tax determination is uncertain. As of March 31, 2018 and December 31, 2017, the aggregate balances of our gross unrecognized tax benefits were $218.1 million and $198.7 million, respectively, of which $210.0 million and $191.0 million, respectively, would not give rise to changes in our effective tax rate since these tax benefits would increase a deferred tax asset that is currently fully offset by a valuation allowance. Net Loss per Share of Common Stock Attributable to Common Stockholders Basic net income (loss) per share of common stock attributable to common stockholders is calculated by dividing net income (loss) attributable to common stockholders by the weighted-average shares of common stock outstanding for the period. Potentially dilutive shares, which are based on the weighted-average shares of common stock underlying outstanding stock-based awards, warrants and convertible senior notes using the treasury stock method or the if-converted method, as applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders when their effect is dilutive. Since we expect to settle in cash the principal outstanding under the 0.25% Convertible Senior Notes due in 2019, the 1.25% Convertible Senior Notes due in 2021 and the 2.375% Convertible Senior Notes due in 2022, we use the treasury stock method when calculating their potential dilutive effect, if any. Furthermore, in connection with the offerings of our bond hedges, we entered into convertible note hedges (see Note 10, Convertible and Long-Term Debt Obligations The following table presents the potentially dilutive shares that were excluded from the computation of diluted net income (loss) per share of common stock attributable to common stockholders, because t |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 3 – Goodwill and Intangible Assets Goodwill increased to $61.3 million as of March 31, 2018 from $60.2 million as of December 31, 2017 due to foreign currency translation adjustments. Information regarding our acquired intangible assets was as follows (in thousands): March 31, 2018 December 31, 2017 Gross Amount Accumulated Amortization Other Net Carrying Amount Gross Carrying Amount Accumulated Amortization Other Net Carrying Amount Finite-lived intangible assets: Developed technology $ 125,889 $ (23,780 ) $ 2,257 $ 104,366 $ 125,889 $ (19,317 ) $ 1,847 $ 108,419 Trade name 45,275 (19,224 ) 320 26,371 45,275 (10,924 ) 261 34,612 Favorable contracts and leases, net 112,817 (10,583 ) — 102,234 112,817 (8,639 ) — 104,178 Other 34,099 (8,883 ) 1,409 26,625 34,099 (7,775 ) 1,137 27,461 Total finite-lived intangible assets 318,080 (62,470 ) 3,986 259,596 318,080 (46,655 ) 3,245 274,670 Indefinite-lived intangible assets: IPR&D 86,832 — — 86,832 86,832 — — 86,832 Total indefinite-lived intangible assets 86,832 — — 86,832 86,832 — — 86,832 Total intangible assets $ 404,912 $ (62,470 ) $ 3,986 $ 346,428 $ 404,912 $ (46,655 ) $ 3,245 $ 361,502 The in-process research and development (“IPR&D”), which we acquired from SolarCity Corporation (“SolarCity”), is accounted for as an indefinite-lived asset until the completion or abandonment of the associated research and development efforts. If the research and development efforts are successfully completed and commercial feasibility is reached, the IPR&D would be amortized over its then estimated useful life. If the research and development efforts are not completed or are abandoned, the IPR&D might be impaired. The fair value of the IPR&D was estimated using the replacement cost method under the cost approach, based on the historical acquisition costs and expenses of the technology adjusted for estimated developer’s profit, opportunity cost and obsolescence factor. We expect to complete the research and development efforts in the second quarter of 2018, but there can be no assurance that the commercial feasibility will be achieved. The nature of the research and development efforts consists principally of planning, designing and testing the technology for viability in manufacturing solar cells and modules. If commercial feasibility is not achieved, we would likely look to other alternative technologies. Total future amortization expense for intangible assets was estimated as follows (in thousands): March 31, 2018 Nine months ending December 31, 2018 $ 46,811 2019 29,357 2020 27,345 2021 27,345 2022 27,345 Thereafter 101,393 Total $ 259,596 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 4 – Fair Value of Financial Instruments ASC 820 , Fair Value Measurements . The three-tiered fair value hierarchy, which prioritizes which inputs should be used in measuring fair value, is comprised of: (Level I) observable inputs such as quoted prices in active markets; (Level II) inputs other than quoted prices in active markets that are observable either directly or indirectly and (Level III) unobservable inputs for which there is little or no market data. The fair value hierarchy requires the use of observable market data when available in determining fair value. Our assets and liabilities that were measured at fair value on a recurring basis were as follows (in thousands): March 31, 2018 December 31, 2017 Fair Value Level I Level II Level III Fair Value Level I Level II Level III Money market funds $ 931,548 $ 931,548 $ — $ — $ 2,163,459 $ 2,163,459 $ — $ — Interest rate swaps, net 10,488 — 10,488 — 59 — 59 — Total $ 942,036 $ 931,548 $ 10,488 $ — $ 2,163,518 $ 2,163,459 $ 59 $ — All of our cash equivalents were classified within Level I of the fair value hierarchy because they were valued using quoted prices in active markets. Our interest rate swaps were classified within Level II of the fair value hierarchy because they were valued using alternative pricing sources or models that utilized market observable inputs, including current and forward interest rates. During the three months ended March 31, 2018, there were no transfers between the levels of the fair value hierarchy. Interest Rate Swaps We enter into fixed-for-floating interest rate swap agreements to swap variable interest payments on certain debt for fixed interest payments, as required by certain of our lenders. We do not designate our interest rate swaps as hedging instruments. Accordingly, our interest rate swaps are recorded at fair value on the consolidated balance sheets within other assets or other long-term liabilities, with any changes in their fair values recognized as other income (expense), net, in the consolidated statements of operations and with any cash flows recognized as investing activities in the consolidated statements of cash flows. Our interest rate swaps outstanding were as follows as of March 31, 2018 (in thousands): Aggregate Notional Amount Gross Asset at Fair Value Gross Liability at Fair Value Gross Gains Gross Losses Interest rate swaps $ 479,247 $ 11,181 $ 693 $ 9,663 $ 35 Our interest rate swaps outstanding were as follows as of December 31, 2017 (in thousands): Aggregate Notional Amount Gross Asset at Fair Value Gross Liability at Fair Value Gross Gains Gross Losses Interest rate swaps $ 496,544 $ 5,304 $ 5,245 $ 7,192 $ 13,082 Disclosure of Fair Values Our financial instruments that are not re-measured at fair value include accounts receivable, MyPower customer notes receivable, rebates receivable, accounts payable, accrued liabilities, customer deposits, convertible senior notes, the 5.30% Senior Notes due in 2025, the participation interest, solar asset-backed notes, solar loan-backed notes, Solar Bonds and long-term debt. The carrying values of these financial instruments other than the convertible senior notes, the 5.30% Senior Notes due in 2025, the participation interest, the solar asset-backed notes, the solar loan-backed notes and automotive asset-backed notes approximate their fair values. We estimate the fair value of the convertible senior notes and the 5.30% Senior Notes due in 2025 using commonly accepted valuation methodologies and market-based risk measurements that are indirectly observable, such as credit risk (Level II) In addition, March 31, 2018 December 31, 2017 Carrying Fair Value Carrying Fair Value Convertible senior notes $ 3,763,803 $ 4,106,733 $ 3,722,673 $ 4,488,651 Senior notes $ 1,776,340 $ 1,570,500 $ 1,775,550 $ 1,732,500 Participation interest $ 17,937 $ 17,407 $ 17,545 $ 17,042 Solar asset-backed notes $ 869,780 $ 888,365 $ 880,415 $ 898,145 Solar loan-backed notes $ 220,593 $ 228,970 $ 236,844 $ 248,149 Automotive asset-backed notes $ 511,587 $ 512,256 $ — $ — |
Inventory
Inventory | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory | Note 5 – Inventory Our inventory consisted of the following (in thousands): March 31, December 31, 2018 2017 Raw materials $ 902,190 $ 821,396 Work in process 315,227 243,181 Finished goods 1,125,665 1,013,909 Service parts 222,744 185,051 Total $ 2,565,826 $ 2,263,537 Finished goods inventory included vehicles in transit to fulfill customer orders, new vehicles available for immediate sale at our retail and service center locations, used Tesla vehicles and energy storage products. For solar energy systems, leased and to be leased, we commence transferring component parts from inventory to construction in progress, a component of solar energy systems, leased and to be leased, once a lease contract with a customer has been executed and installation has been initiated. Additional costs incurred on the leased systems, including labor and overhead, are recorded within construction in progress. We write-down inventory for any excess or obsolete inventories or when we believe that the net realizable value of inventories is less than the carrying value. During the three months ended March 31, 2018 and 2017, we recorded write-downs of $17.3 million and $21.0 million, respectively, in cost of revenues. |
Solar Energy Systems, Leased an
Solar Energy Systems, Leased and To Be Leased - Net | 3 Months Ended |
Mar. 31, 2018 | |
Leases [Abstract] | |
Solar Energy Systems, Leased and To Be Leased - Net | Note 6 – Solar Energy Systems, Leased and To Be Leased, Net Solar energy systems, leased and to be leased, net, consisted of the following (in thousands): March 31, December 31, 2018 2017 Solar energy systems leased to customers $ 6,090,684 $ 6,009,977 Initial direct costs related to customer solar energy system lease acquisition costs 82,767 74,709 6,173,451 6,084,686 Less: accumulated depreciation and amortization (284,373 ) (220,110 ) 5,889,078 5,864,576 Solar energy systems under construction 233,563 243,847 Solar energy systems to be leased to customers 223,733 239,067 Solar energy systems, leased and to be leased – net (1) $ 6,346,374 $ 6,347,490 (1) Included in solar energy systems, leased and to be leased, as of March 31, 2018 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 3 Months Ended |
Mar. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | Note 7 – Property, Plant and Equipment Our property, plant and equipment, net, consisted of the following (in thousands): March 31, December 31, 2018 2017 Machinery, equipment, vehicles and office furniture $ 4,532,822 $ 4,251,711 Tooling 1,299,296 1,255,952 Leasehold improvements 840,718 789,751 Land and buildings 3,808,170 2,517,247 Computer equipment, hardware and software 426,173 395,067 Construction in progress 1,604,595 2,541,588 12,511,774 11,751,316 Less: Accumulated depreciation and amortization (1,992,548 ) (1,723,794 ) Total $ 10,519,226 $ 10,027,522 Construction in progress is primarily comprised of tooling and equipment related to the manufacturing of our vehicles and a portion of Gigafactory 1 construction. Completed assets are transferred to their respective asset classes, and depreciation begins when an asset is ready for its intended use. Construction in progress also includes certain build-to-suit lease costs incurred at our Buffalo manufacturing facility, referred to as Gigafactory 2. During the three months ended March 31, 2018 As of March 31, 2018 March 31, 2018 Depreciation and amortization expense during the three months ended March 31, 2018 and 2017 was $245.2 million, $160.1 million, respectively. Gross property and equipment under capital leases as of March 31, 2018 Panasonic has partnered with us on Gigafactory 1 with investments in the production equipment that it uses to manufacture and supply us with battery cells. Under our arrangement with Panasonic, we plan to purchase the full output from their production equipment at negotiated prices. As these terms convey to us the right to use, as defined in ASC 840, Leases and December 31, 2017, we had cumulatively capitalized costs of $576.4 million and $473.3 million, respectively, We had cumulatively capitalized total costs for the Gigafactory 1 of $3.54 billion and $3.15 billion as of and December 31, 2017, respectively. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 3 Months Ended |
Mar. 31, 2018 | |
Other Liabilities [Abstract] | |
Other Long-term Liabilities | Note 8 – Other Long-Term Liabilities Other long-term liabilities consisted of the following (in thousands): March 31, 2018 December 31, 2017 Accrued warranty reserve, net of current portion $ 324,871 $ 276,289 Build-to-suit lease liability, net of current portion 1,663,972 1,665,768 Deferred rent expense 52,222 46,820 Financing obligation, net of current portion 57,312 67,929 Liability for receipts from an investor — 29,713 Sales return reserve 86,359 — Other noncurrent liabilities 377,150 356,451 Total long-term liabilities $ 2,561,886 $ 2,442,970 The liability for receipts from an investor represents the amounts received from the investor under a lease pass-through fund arrangement for the monetization of ITCs for solar energy systems not yet placed in service. Due to the adoption of the new revenue standard, automotive sales with resale value guarantees that are now accounted for as sales with a right of return require a corresponding sales return reserve which is included in other long-term liabilities on the consolidated balance sheets. |
Customer Deposits
Customer Deposits | 3 Months Ended |
Mar. 31, 2018 | |
Customer Deposits Disclosure [Abstract] | |
Customer Deposits | Note 9 – Customer Deposits Customer deposits primarily consisted of cash payments from customers at the time they place an order or reservation for a vehicle or an energy product and any additional payments up to the point of delivery or the completion of installation, including the fair values of any customer trade-in vehicles that are applicable toward a new vehicle purchase. Customer deposit amounts and timing vary depending on the vehicle model, the energy product and the country of delivery. Customer deposits are fully refundable; in the case of a vehicle, up to the point the vehicle is placed into the production cycle, and in the case of an energy generation or storage product, prior to the entry into a purchase agreement or in certain cases for a limited time thereafter (in accordance with applicable laws). Customer deposits are included in current liabilities until refunded or until they are applied towards the customer’s purchase balance. As of March 31, 2018 and December 31, 2017, we held $984.8 million and $853.9 million, respectively, in customer deposits. Due to the adoption of the new revenue standard, customer deposits now include prepayments on contracts that can be cancelled without significant penalties, such as vehicle maintenance plans, which were previously reported as deferred revenue. As a result, $58.6 million of the increase in the customer deposits balance was from the adoption of the new revenue standard. |
Convertible and Long-Term Debt
Convertible and Long-Term Debt Obligations | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Convertible and Long-Term Debt Obligations | Note 10 – Convertible and Long-Term Debt Obligations The following is a summary of our debt as of March 31, 2018 Unpaid Unused Principal Net Carrying Value Committed Contractual Balance Current Long-Term Amount Interest Rates Maturity Date Recourse debt: 1.50% Convertible Senior Notes due in 2018 ("2018 Notes") $ 303 $ 302 $ — $ — 1.50 % June 2018 0.25% Convertible Senior Notes due in 2019 ("2019 Notes") 920,000 879,632 — — 0.25 % March 2019 1.25% Convertible Senior Notes due in 2021 ("2021 Notes") 1,380,000 — 1,199,967 — 1.25 % March 2021 2.375% Convertible Senior Notes due in 2022 ("2022 Notes") 977,500 — 849,058 — 2.375 % March 2022 5.30% Senior Notes due in 2025 ("2025 Notes") 1,800,000 — 1,776,340 — 5.30 % August 2025 Credit Agreement 1,286,000 — 1,286,000 542,912 1% plus LIBOR June 2020 Vehicle and other Loans 7,518 7,337 181 — 1.8% - 7.6% April 2018- September 2019 2.75% Convertible Senior Notes due in 2018 230,000 226,305 — — 2.75 % November 2018 1.625% Convertible Senior Notes due in 2019 566,000 — 520,781 — 1.625 % November 2019 Zero-Coupon Convertible Senior Notes due in 2020 103,000 — 87,758 — 0.0 % December 2020 Related Party Promissory Notes 82,500 82,500 — — 6.5 % August 2018 Solar Bonds 31,698 7,095 24,508 — 2.6% - 5.75% April 2018- January 2031 Total recourse debt 7,384,519 1,203,171 5,744,593 542,912 Non-recourse debt: Warehouse Agreements 336,251 48,512 287,739 763,749 3.1 % September 2019 Canada Credit Facility 76,282 29,467 46,815 — 3.6% - 5.1% November 2021 Term Loan due in December 2018 158,472 157,956 — — 5.2 % December 2018 Term Loan due in January 2021 174,176 6,015 167,190 — 5.3 % January 2021 Revolving Aggregation Credit Facility 187,155 — 183,859 412,845 4.6% - 5.0% December 2019 Solar Renewable Energy Credit Loan Facility 34,883 15,111 19,741 — 7.5 % July 2021 Cash equity debt 478,229 11,617 451,465 — 5.3% - 5.8% July 2033- January 2035 Solar asset-backed notes 896,357 24,331 845,449 — 4.0% - 7.7% November 2038- February 2048 Solar loan-backed notes 228,133 9,566 211,027 — 4.8% - 7.5% September 2048- September 2049 Automotive asset-backed notes 511,587 249,888 261,699 — 2.3% - 4.9% December 2019 - March 2021 Total non-recourse debt 3,081,525 552,463 2,474,984 1,176,594 Total debt $ 10,466,044 $ 1,755,634 $ 8,219,577 $ 1,719,506 The following is a summary of our debt as of December 31, 2017 (in thousands): Unpaid Unused Principal Net Carrying Value Committed Contractual Balance Current Long-Term Amount Interest Rates Maturity Date Recourse debt: 2018 Notes $ 5,512 $ 5,442 $ — $ — 1.50 % June 2018 2019 Notes 920,000 — 869,092 — 0.25 % March 2019 2021 Notes 1,380,000 — 1,186,131 — 1.25 % March 2021 2022 Notes 977,500 — 841,973 — 2.375 % March 2022 2025 Notes 1,800,000 — 1,775,550 — 5.30 % August 2025 Credit Agreement 1,109,000 — 1,109,000 729,929 1% plus LIBOR June 2020 Vehicle and other Loans 16,205 15,944 261 — 1.8% - 7.6% January 2018- September 2019 2.75% Convertible Senior Notes due in 2018 230,000 222,171 — — 2.75% November 2018 1.625% Convertible Senior Notes due in 2019 566,000 — 511,389 — 1.625% November 2019 Zero-Coupon Convertible Senior Notes due in 2020 103,000 — 86,475 — 0.0% December 2020 Related Party Promissory Notes due in February 2018 100,000 100,000 — — 6.5% February 2018 Solar Bonds 32,016 7,008 24,940 — 2.6% - 5.8% March 2018- January 2031 Total recourse debt 7,239,233 350,565 6,404,811 729,929 Non-recourse debt: Warehouse Agreement 673,811 195,382 477,867 426,189 3.1 % September 2019 Canada Credit Facility 86,708 31,106 55,603 — 3.6% - 5.1% November 2021 Term Loan due in December 2018 157,095 156,884 — 19,534 4.8% December 2018 Term Loan due in January 2021 176,290 5,885 169,352 — 4.9% January 2021 Revolving Aggregation Credit Facility 161,796 — 158,733 438,204 4.1% - 4.5% December 2019 Solar Renewable Energy Credit Loan Facility 38,575 15,858 22,774 — 7.3% July 2021 Cash equity debt 482,133 12,334 454,421 — 5.3% - 5.8% July 2033- January 2035 Solar asset-backed notes 907,241 23,829 856,586 — 4.0% - 7.7% November 2038- February 2048 Solar loan-backed notes 244,498 8,006 228,838 — 4.8% - 7.5% September 2048- September 2049 Total non-recourse debt 2,928,147 449,284 2,424,174 883,927 Total debt $ 10,167,380 $ 799,849 $ 8,828,985 $ 1,613,856 Recourse debt refers to debt that is recourse to our general assets. Non-recourse debt refers to debt that is recourse to only specified assets of our subsidiaries. The differences between the unpaid principal balances and the net carrying values are due to convertible senior note conversion features, debt discounts or deferred financing costs. As of March 31, 2018 2018 Notes, Bond Hedges and Warrant Transactions During the first quarter of 2018 , $5.2 million in aggregate principal amount of the 2018 Notes were converted for $5.2 million in cash and 25,745 shares of our common stock. As a result, we recognized a loss on debt extinguishment of less than $0.1 million. Credit Agreement In June 2015, we entered into a senior asset-based revolving credit agreement (the “Credit Agreement”) with a syndicate of banks. Borrowed funds bear interest, at our option, at an annual rate of (a) 1% plus LIBOR or (b) the highest of (i) the federal funds rate plus 0.50%, (ii) the lenders’ “prime rate” or (iii) 1% plus LIBOR. The fee for undrawn amounts is 0.25% per annum. The Credit Agreement is secured by certain of our accounts receivable, inventory and equipment. Availability under the Credit Agreement is based on the value of such assets, as reduced by certain reserves. During 2017, the committed amount under the Credit Agreement was upsized three times. On May 3, 2018, the Company and its subsidiary Tesla Motors Netherlands B.V. entered into the Ninth Amendment (the “Ninth Amendment”) to the Credit Agreement. The Ninth Amendment amended the Credit Agreement to permit Tesla to include in its discretion: (i) the Fremont Factory facilities in the U.S. borrowing base and/or (ii) vehicles in and in-transit to Belgium in the Dutch borrowing base. Related Party Promissory Notes In February 2018, we fully repaid the $17.5 million in aggregate principal amount of 6.50% promissory notes held by SolarCity’s former Chief Executive Officer that matured. On February 14, 2018, our Chief Executive Officer and SolarCity’s former Chief Technology Officer exchanged their $82.5 million (collectively) in aggregate principal amount of 6.50% promissory notes due in February 2018 for 6.50% promissory notes due in August 2018 in the same amounts. Warehouse Agreements On February 6, 2018, we repaid $453.6 million of the principal outstanding under the Warehouse Agreements. Automotive Asset-backed Notes, Series 2018-A On February 6, 2018, we transferred receivables related to certain leased vehicles into a special purpose entity (“SPE”) and issued $546.1 million in aggregate principal amount of Automotive Asset-backed Notes, Series 2018-A, backed by these automotive assets to investors. The SPE is wholly owned by us and is consolidated in the financial statements. The proceeds from the issuance, net of discounts and fees, were $543.1 million. The cash flows generated by these automotive assets are used to service the monthly principal and interest payments on the Automotive Asset-backed Notes and satisfy the SPE’s expenses, and any remaining cash is distributed to one of our wholly owned subsidiaries. We recognize revenue earned from the associated customer lease contracts in accordance with our revenue recognition policy. The SPE’s assets and cash flows are not available to our other creditors, and the creditors of the SPE, including the Automotive Asset-backed Note holders, have no recourse to our other assets. A third-party contracted with us to provide administrative and collection services for these automotive assets. Interest Incurred The following table presents the interest incurred on our convertible senior notes with cash conversion features, which include the 2018 Notes, the 2019 Notes, the 2021 Notes and the 2022 Notes (in thousands): Three Months Ended March 31, 2018 2017 Contractual interest coupon $ 10,548 $ 6,151 Amortization of debt issuance costs 1,615 1,308 Amortization of debt discounts 29,859 23,962 Total $ 42,022 $ 31,421 |
Equity Incentive Plans
Equity Incentive Plans | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity Incentive Plans | Note 11 – Equity Incentive Plans In 2010, we adopted the 2010 Equity Incentive Plan (the “2010 Plan”). The 2010 Plan provides for the granting of stock options, RSUs and stock purchase rights to our employees, directors and consultants. Stock options granted under the 2010 Plan may be either incentive stock options or nonqualified stock options. Incentive stock options may only be granted to our employees. Nonqualified stock options may be granted to our employees, directors and consultants. Generally, our stock options and RSUs vest over up to four years and are exercisable over a maximum period of 10 years from their grant dates. Vesting typically terminates when the employment or consulting relationship ends. As of March 31, 2018, 11,407,099 shares were reserved and available for issuance under the 2010 Plan. 2018 CEO Performance Award In March 2018, our stockholders approved the Board of Directors’ grant of 20,264,042 stock option awards to our CEO (the “2018 CEO Performance Award”). The 2018 CEO Performance Award consists of 12 vesting tranches with a vesting schedule based entirely on the attainment of both operational milestones (performance conditions) and market conditions, assuming continued employment either as the CEO or as both Executive Chairman and Chief Product Officer and service through each vesting date. Each of the 12 vesting tranches of the 2018 CEO Performance Award will vest upon certification by the Board of Directors that both (i) the market capitalization milestone for such tranche, which begins at $ illion for the first tranche and increases by increments of billion thereafter, and (ii) any one of the following operational milestones focused on revenue or operational milestones focused on Adjusted EBITDA have been met for the previous four consecutive fiscal quarters. Total Revenue (in billions) Adjusted EBITDA (in billions) $ 20 .0 $ 1.5 $35.0 $3.0 $55.0 $4.5 $75.0 $6.0 $100.0 $8.0 $125.0 $10.0 $150.0 $12.0 $ 175 .0 $ 14 .0 As of March 31, 2018 • Total revenue of $20.0 billion; • Adjusted EBITDA of $1.5 billion; and • Adjusted EBITDA of $3.0 billion. Stock-based compensation expense associated with the 2018 CEO Performance Award is recognized over the longer of the expected achievement period for each pair of market capitalization or operational milestones, beginning at the point in time when the relevant operational milestone is considered probable of being met. The market capitalization milestone period and the valuation of each tranche are determined using a Monte Carlo simulation and is used as the basis for determining the expected achievement period. The probability of meeting an operational milestone is based on a subjective assessment of our future financial projections. Even though no tranches of the 2018 CEO Performance Award vest unless a market capitalization and a matching operational milestone are both achieved, stock-based compensation expense is recognized only when an operational milestone is considered probable of achievement regardless of how much additional market capitalization must be achieved in order for a tranche to vest. At our current market capitalization, even the first tranche of the 2018 CEO Performance Award will not vest unless our market capitalization were to approximately double from the current level and stay at that increased level for a sustained period of time. Additionally, stock-based compensation represents a non-cash expense and is recorded as a selling, general, and administrative operating expense on our consolidated statement of operations. As of March 31, 2018 March 31, 2018 March 31, 2018 2014 Performance-Based Stock Option Awards In 2014, to create incentives for continued long-term success beyond the Model S program and to closely align executive pay with our stockholders’ interests in the achievement of significant milestones by us, the Compensation Committee of our Board of Directors granted stock option awards to certain employees (excluding our CEO) to purchase an aggregate of 1,073,000 shares of our common stock. Each award consisted of the following four vesting tranches with the vesting schedule based entirely on the attainment of the future performance milestones, assuming continued employment and service through each vesting date: • 1/4th of each award vests upon completion of the first Model X production vehicle; • 1/4th of each award vests upon achieving aggregate production of 100,000 vehicles in a trailing 12-month period; • 1/4th of each award vests upon completion of the first Model 3 production vehicle; and • 1/4th of each award vests upon achieving an annualized gross margin of greater than 30% for any three-year period. As of March 31, 2018 • Completion of the first Model X production vehicle; • Completion of the first Model 3 production vehicle; and • Aggregate production of 100,000 vehicles in a trailing 12-month period. We began recognizing stock-based compensation expense as each performance milestone becomes probable of achievement. As of March 31, 2018 2012 CEO Performance Award In August 2012, our Board of Directors granted 5,274,901 stock option awards to our CEO (the “2012 CEO Performance Award”). The 2012 CEO Performance Award consists of 10 vesting tranches with a vesting schedule based entirely on the attainment of both performance conditions and market conditions, assuming continued employment and service through each vesting date. Each vesting tranche requires a combination of a pre-determined performance milestone and an incremental increase in our market capitalization of $4.00 billion, as compared to our initial market capitalization of $3.20 billion at the time of grant. As of March 31, 2018 • Successful completion of the Model X alpha prototype; • Successful completion of the Model X beta prototype; • Completion of the first Model X production vehicle; • Aggregate production of 100,000 vehicles; • Successful completion of the Model 3 alpha prototype; • Successful completion of the Model 3 beta prototype; • Completion of the first Model 3 production vehicle; • Aggregate production of 200,000 vehicles; and • Aggregate production of 300,000 vehicles. We began recognizing stock March 31, 2018 Our CEO his Summary Stock-Based Compensation Information The following table summarizes our stock-based compensation expense by line item in the consolidated statements of operations (in thousands): Three Months Ended March 31, 2018 2017 Cost of sales $ 18,085 $ 10,031 Research and development 61,107 49,192 Selling, general and administrative 62,447 44,494 Total $ 141,639 $ 103,717 We realized no income tax benefit from stock option exercises in each of the periods presented due to recurring losses and valuation allowances. As of , we had $1.42 billion of total unrecognized stock-based compensation expense related to non-performance awards, which will be recognized over a weighted-average period of 3.0 years. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 12 – Commitments and Contingencies Non-Cancellable Leases We have entered into various non-cancellable operating lease agreements for certain of our offices, manufacturing and warehouse facilities, retail and service locations, equipment, vehicles, solar energy systems and Supercharger sites, throughout the world. Build-to-Suit Lease Arrangement in Buffalo, New York We have a build-to-suit lease arrangement with the Research Foundation for the State University of New York (the “SUNY Foundation”) where the SUNY Foundation will construct a solar cell and panel manufacturing facility, referred to as Gigafactory 2, with our participation in the design and construction, install certain utilities and other improvements and acquire certain manufacturing equipment designated by us to be used in the manufacturing facility. During the three months ended March 31, 2018 Legal Proceedings Securities Litigation Relating to SolarCity’s Financial Statements and Guidance On March 28, 2014, a purported stockholder class action was filed in the U.S. District Court for the Northern District of California against SolarCity and two of its officers. The complaint alleges violations of federal securities laws, and seeks unspecified compensatory damages and other relief on behalf of a purported class of purchasers of SolarCity’s securities from March 6, 2013 to March 18, 2014. After a series of amendments to the original complaint, the District Court dismissed the amended complaint and entered a judgment in our favor on August 9, 2016. The plaintiffs have filed a notice of appeal. On December 4, 2017, the Court heard oral argument on plaintiffs’ notice of appeal from the dismissal. On March 8, 2018, the Court upheld the District Court ruling of dismissal and judgment in our favor. The case is concluded. Securities Litigation Relating to the SolarCity Acquisition Between September 1, 2016 and October 5, 2016, seven lawsuits were filed in the Court of Chancery of the State of Delaware by purported stockholders of Tesla challenging our acquisition of SolarCity. Following consolidation, the lawsuit names as defendants the members of Tesla’s board of directors and alleges, among other things, that board members breached their fiduciary duties in connection with the acquisition. The complaint asserts both derivative claims and direct claims on behalf of a purported class and seeks, among other relief, unspecified monetary damages, attorneys’ fees, and costs. On January 27, 2017, the defendants filed a motion to dismiss the operative complaint. Rather than respond to the defendants’ motion, the plaintiffs filed an amended complaint. On March 17, 2017, the defendants filed a motion to dismiss the amended complaint. On December 13, 2017, the Court heard oral argument on the motion. On March 28, 2018, the Court denied defendants' motion to dismiss. This case will now proceed . These plaintiffs and others filed parallel actions in the U.S. District Court for the District of Delaware on April 21, 2017. Those actions have been consolidated and are stayed pending the Chancery Court litigation. They include claims for violations of the federal securities laws and breach of fiduciary duties by Tesla's board of directors. That action is stayed pending the Chancery Court litigation. On February 6, 2017, a purported stockholder made a demand to inspect Tesla’s books and records, purportedly to investigate potential breaches of fiduciary duty in connection with the SolarCity acquisition . We believe that the claims challenging the SolarCity acquisition are without merit. We are unable to estimate the possible loss or range of loss, if any, associated with these lawsuits. Securities Litigation Relating to Production of Model 3 Vehicles On October 10, 2017, . Other Matters From time to time, . Indemnification and Guaranteed Returns We are contractually obligated to compensate certain fund investors for any losses that they may suffer in certain limited circumstances resulting from reductions in U.S. Treasury grants or ITCs. Generally, such obligations would arise as a result of reductions to the value of the underlying solar energy systems as assessed by the U.S. Treasury Department for purposes of claiming U.S. Treasury grants or as assessed by the IRS for purposes of claiming ITCs or U.S. Treasury grants. For each balance sheet date, we assess and recognize, when applicable, a distribution payable for the potential exposure from this obligation based on all the information available at that time, including any guidelines issued by the U.S. Treasury Department on solar energy system valuations for purposes of claiming U.S. Treasury grants and any audits undertaken by the IRS. We believe that any payments to the fund investors in excess of the amounts already recognized by us, which were immaterial, for this obligation are not probable based on the facts known at the filing date. The maximum potential future payments that we could have to make under this obligation would depend on the difference between the fair values of the solar energy systems sold or transferred to the funds as determined by us and the values that the U.S. Treasury Department would determine as fair value for the systems for purposes of claiming U.S. Treasury grants or the values the IRS would determine as the fair value for the systems for purposes of claiming ITCs or U.S. Treasury grants. We claim U.S. Treasury grants based on guidelines provided by the U.S. Treasury department and the statutory regulations from the IRS. We use fair values determined with the assistance of independent third-party appraisals commissioned by us as the basis for determining the ITCs that are passed-through to and claimed by the fund investors. Since we cannot determine future revisions to U.S. Treasury Department guidelines governing solar energy system values or how the IRS will evaluate system values used in claiming ITCs or U.S. Treasury grants, we are unable to reliably estimate the maximum potential future payments that it could have to make under this obligation as of each balance sheet date. We are eligible to receive certain state and local incentives that are associated with renewable energy generation. The amount of incentives that can be claimed is based on the projected or actual solar energy system size and/or the amount of solar energy produced. We also currently participate in one state’s incentive program that is based on either the fair market value or the tax basis of solar energy systems placed in service. State and local incentives received are allocated between us and fund investors in accordance with the contractual provisions of each fund. We are not contractually obligated to indemnify any fund investor for any losses they may incur due to a shortfall in the amount of state or local incentives actually received. We are contractually obligated to make payments to one fund investor if the fund investor does not achieve a specified minimum internal rate of return. The fund investor has already received a significant portion of the projected economic benefits from U.S. Treasury grant distributions and tax depreciation benefits. The contractual provisions of the fund state that the fund has an indefinite term unless the members agree to dissolve the fund. Based on our current financial projections regarding the amounts and timing of future distributions to the fund investor, we do not expect to make any payments as a result of this guarantee and have not accrued any liabilities for this guarantee. The amounts of any potential future payments under this guarantee are dependent on the amounts and timing of future distributions to the fund investor, future tax benefits that accrue to the fund investor, our purchase of the fund investor’s interest in the fund and future distributions to the fund investor upon the liquidation of the fund. Due to the uncertainties surrounding estimating the amounts and timing of these factors, we are unable to estimate the maximum potential payments under this guarantee. To date, the fund investor has achieved the specified minimum internal rate of return. Our lease pass-through financing funds have a one-time lease payment reset mechanism that occurs after the installation of all solar energy systems in a fund. As a result of this mechanism, we may be required to refund master lease prepayments previously received from investors. Any refunds of master lease prepayments would reduce the lease pass-through financing obligation. Letters of Credit As of , we had $145.0 million of unused letters of credit outstanding. |
Variable Interest Entity Arrang
Variable Interest Entity Arrangements | 3 Months Ended |
Mar. 31, 2018 | |
Variable Interest Entity Disclosure [Abstract] | |
Variable Interest Entity Arrangements | Note 13 – Variable Interest Entity Arrangements We have entered into various arrangements with investors to facilitate the funding and monetization of our solar energy systems and vehicles. In particular, our wholly owned subsidiaries and fund investors have formed and contributed cash and assets into various financing funds and entered into related agreements. Consolidation As the primary beneficiary of these VIEs, we consolidate in the financial statements the financial position, results of operations and cash flows of these VIEs, and all intercompany balances and transactions between us and these VIEs are eliminated in the consolidated financial statements. Cash distributions of income and other receipts by a fund, net of agreed upon expenses, estimated expenses, tax benefits and detriments of income and loss and tax credits, are allocated to the fund investor and our subsidiary as specified in the agreements. Generally, our subsidiary has the option to acquire the fund investor’s interest in the fund for an amount based on the market value of the fund or the formula specified in the agreements. Upon the sale or liquidation of a fund, distributions would occur in the order and priority specified in the agreements. Pursuant to management services, maintenance and warranty arrangements, we have been contracted to provide services to the funds, such as operations and maintenance support, accounting, lease servicing and performance reporting. In some instances, we have guaranteed payments to the fund investors as specified in the agreements. A fund’s creditors have no recourse to our general credit or to that of other funds. None of the assets of the funds had been pledged as collateral for their obligations. The aggregate carrying values of the VIEs’ assets and liabilities, after elimination of any intercompany transactions and balances, in the consolidated balance sheets were as follows (in thousands): March 31, 2018 December 31, 2017 Assets Current assets Cash and cash equivalents $ 53,530 $ 55,425 Restricted cash 37,248 33,656 Accounts receivable, net 25,680 18,204 Prepaid expenses and other current assets 10,278 9,018 Total current assets 126,736 116,303 Operating lease vehicles, net 499,852 337,089 Solar energy systems, leased and to be leased, net 5,079,068 5,075,321 Restricted cash, net of current portion 45,076 36,999 Other assets 38,338 29,555 Total assets $ 5,789,070 $ 5,595,267 Liabilities Current liabilities Accounts payable $ 32 $ 32 Accrued liabilities and other 81,816 51,652 Deferred revenue 16,795 59,412 Customer deposits 3,009 726 Current portion of long-term debt and capital leases 468,158 196,531 Total current liabilities 569,810 308,353 Deferred revenue, net of current portion 226,601 323,919 Long-term debt and capital leases, net of current portion 1,000,720 625,934 Other long-term liabilities 29,310 30,536 Total liabilities $ 1,826,441 $ 1,288,742 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 14 – Related Party Transactions Related party balances were comprised of the following (in thousands): March 31, 2018 December 31, 2017 Solar Bonds issued to related parties $ 100 $ 100 Convertible senior notes due to related parties $ 3,000 $ 3,000 Promissory notes due to related parties $ 82,500 $ 100,000 Due to related parties (primarily accrued interest, included in accrued and other current liabilities) $ 708 $ 2,509 The related party transactions were primarily from debt held by our CEO, SolarCity’s former CEO and SolarCity’s former Chief Technology Officer. |
Segment Reporting and Informati
Segment Reporting and Information about Geographic Areas | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting and Information about Geographic Areas | Note 15 – Segment Reporting and Information about Geographic Areas We have two operating and reportable segments: (i) automotive and (ii) energy generation and storage. The automotive segment includes the design, development, manufacturing, sales, and leasing of electric vehicles as well as sales of automotive regulatory credits. Additionally, the automotive segment is also comprised of services and other, which includes after-sales vehicle services, used vehicle sales, powertrain sales and services by Tesla Grohmann Automation GmbH (“Grohmann”). The energy generation and storage segment includes the design, manufacture, installation, sales, and leasing of solar energy generation and energy storage products. Our CODM does not evaluate operating segments using asset or liability information. The following table presents revenues and gross margins by reportable segment (in thousands): Three Months Ended March 31, 2018 2017 Automotive segment Revenues $ 2,998,729 $ 2,482,326 Gross profit $ 421,867 $ 605,775 Energy generation and storage segment Revenues $ 410,022 $ 213,944 Gross profit $ 34,659 $ 62,171 The following table presents revenues by geographic area based on where our products are delivered (in thousands): Three Months Ended March 31, 2018 2017 United States $ 1,844,447 $ 1,275,208 China 508,703 503,933 Norway 162,319 135,402 Other 893,282 781,727 Total $ 3,408,751 $ 2,696,270 The following table presents long-lived assets by geographic area (in thousands): March 31, 2018 December 31, 2017 United States $ 16,060,520 $ 15,587,979 International 805,080 787,033 Total $ 16,865,600 $ 16,375,012 |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Unaudited Interim Financial Statements | Unaudited Interim Financial Statements The consolidated balance sheet as of March 31, 2018, the consolidated statements of operations and the consolidated statements of comprehensive loss for the three months ended March 31, 2018 and 2017 and the consolidated statements of cash flows for the three months ended March 31, 2018 and 2017, as well as other information disclosed in the accompanying notes, are unaudited. The consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. The interim consolidated financial statements and the accompanying notes should be read in conjunction with the annual consolidated financial statements and the accompanying notes contained in our Annual Report on Form 10-K for the year ended December 31, 2017. The interim consolidated financial statements and the accompanying notes have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented. The consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future years or interim periods. |
Reclassifications | Reclassifications Certain prior period balances have been reclassified to conform to the current period presentation in the consolidated financial statements and the accompanying notes as a result of the adoption of the Accounting Standards Update (“ASU”) 2016-18 , Statement of Cash Flows: Restricted Cash |
Revenue Recognition | Revenue Recognition Adoption of new accounting standards ASU 2014-09, Revenue - Revenue from Contracts with Custome A majority of our automotive sales revenue is recognized when control transfers upon delivery to customers. For certain vehicle sales where revenue was previously deferred either as an in-substance operating lease, such as certain vehicle sales to customers or leasing partners with a resale value guarantee, we now recognize revenue when the vehicles are shipped as a sale with a right of return. As a result, the corresponding operating lease asset, deferred revenue, and resale value guarantee balances as of December 31, 2017, were reclassified to accumulated deficit as part of our adoption entry. Furthermore, the warranty liability related to such vehicles has been accrued as a result of the change from in-substance operating leases to vehicle sales. Prepayments on contracts that can be cancelled without significant penalties, such as vehicle maintenance plans, have been reclassified from deferred revenue to customer deposits. Refer to the Automotive Revenue Automotive Leasing Revenue Following the adoption of the new revenue standard, the revenue recognition for our other sales arrangements, including sales of solar energy systems, energy storage products, services, and sales of used vehicles, remained consistent with our historical revenue recognition policy. Under our lease pass-through fund arrangements, we do not have any further performance obligations and therefore reclassified all investment tax credit (“ITC”) deferred revenue as of December 31, 2017, to accumulated deficit as part of our adoption entry. The corresponding effects of the changes to lease pass-through fund arrangements are also reflected in our non-controlling interests in subsidiaries. Accordingly, the cumulative effect of the changes made to our consolidated January 1, 2018 consolidated balance sheet for the adoption of the new revenue standard was as follows (in thousands): Balances at December 31, 2017 Adjustments from Adoption of New Revenue Standard Balances at January 1, 2018 Assets Inventory $ 2,263,537 $ (27,009 ) $ 2,236,528 Prepaid expenses and other current assets 268,365 51,735 320,100 Operating lease vehicles, net 4,116,604 (1,808,932 ) 2,307,672 Other assets 273,123 68,355 341,478 Liabilities Accrued liabilities and other 1,731,366 74,487 1,805,853 Deferred revenue 1,015,253 (436,737 ) 578,516 Resale value guarantees 787,333 (295,909 ) 491,424 Customer deposits 853,919 56,081 910,000 Deferred revenue, net of current portion 1,177,799 (429,771 ) 748,028 Resale value guarantees, net of current portion 2,309,222 (1,346,179 ) 963,043 Other long-term liabilities 2,442,970 104,767 2,547,737 Redeemable noncontrolling interests in subsidiaries 397,734 8,101 405,835 Equity Accumulated other comprehensive gain 33,348 15,221 48,569 Accumulated deficit (4,974,299 ) 623,172 (4,351,127 ) Noncontrolling interests in subsidiaries 997,346 (89,084 ) 908,262 In accordance with the new revenue standard requirements, the impact of adoption on our consolidated balance sheet was as follows (in thousands): March 31, 2018 As Reported Balances Without Adoption of New Revenue Standard Effect of Change Higher / (Lower) Assets Inventory $ 2,565,826 $ 2,597,055 $ (31,229 ) Prepaid expenses and other current assets 379,379 325,367 54,012 Operating lease vehicles, net 2,315,124 4,254,727 (1,939,603 ) Other assets 415,478 340,390 75,088 Liabilities Accrued liabilities and other 1,898,431 1,829,478 68,953 Deferred revenue 536,465 987,591 (451,126 ) Resale value guarantees 629,112 975,233 (346,121 ) Customer deposits 984,823 926,236 58,587 Deferred revenue, net of current portion 818,250 1,297,897 (479,647 ) Resale value guarantees, net of current portion 756,800 2,173,643 (1,416,843 ) Other long-term liabilities 2,561,886 2,446,724 115,162 Redeemable noncontrolling interests in subsidiaries 405,835 397,904 7,931 Equity Accumulated other comprehensive gain 82,921 52,150 30,771 Accumulated deficit (5,051,292 ) (5,707,801 ) 656,509 Noncontrolling interests in subsidiaries 863,876 949,784 (85,908 ) In accordance with the new revenue standard requirements, the impact of adoption on our consolidated statement of operations and consolidated statement of comprehensive loss was as follows (in thousands): Three Months Ended March 31, 2018 As Reported Balances Without Adoption of New Revenue Standard Effect of Change Higher / (Lower) Revenues Automotive sales $ 2,561,881 $ 2,262,843 $ 299,038 Automotive leasing 173,436 338,375 (164,939 ) Energy generation and storage 410,022 413,465 (3,443 ) Cost of revenues Automotive sales 2,091,397 1,875,272 216,125 Automotive leasing 104,496 225,581 (121,085 ) Provision for income taxes 5,605 6,332 (727 ) Net loss (784,627 ) (820,970 ) 36,343 Net loss attributable to noncontrolling interests and redeemable noncontrolling interests in subsidiaries (75,076 ) (78,082 ) 3,006 Net loss attributable to common stockholders (709,551 ) (742,888 ) 33,337 Foreign currency translation adjustment 49,573 34,023 15,550 Comprehensive loss (659,978 ) (708,865 ) 48,887 In accordance with the new revenue standard requirements, the impact of adoption on our consolidated statement of cash flows is a decrease in collateralized lease borrowings of $125.0 million from a net financing cash inflow of $37.9 million to a net financing cash outflow of $87.1 million as presented with an offsetting increase to cash outflows from operations. Additionally, the adjustments to the consolidated balance sheet, consolidated statement of operations and consolidated statement of comprehensive loss identified above would have corresponding impacts within the operating section of the consolidated statement of cash flows. Automotive Revenue Automotive Sales without Resale Value Guarantee Automotive revenue includes revenues related to deliveries of new vehicles, and specific other features and services that meet the definition of a performance obligation under the new revenue standard, including internet connectivity, access to our Supercharger network and future over-the-air software updates. We recognize revenue on automotive sales upon delivery to the customer, which is when the control of a vehicle transfers. Payments are typically received at the point control transfers or in accordance with payment terms customary to the business. Other features and services such as connectivity, Supercharger, and over-the-air software updates are provisioned upon control transfer of a vehicle and recognized over time on a straight-line basis as we have a stand-ready obligation to deliver such services to the customer. We recognize revenue related to these other features and services over the performance period, which is generally the expected ownership life of the vehicle or the eight-year life of the vehicle, except for internet connectivity, which is over the four-year period. Revenue related to Autopilot and full self-driving features is recognized when functionality is delivered to the customer. For our obligations related to automotive sales, we estimate standalone selling price by considering costs used to develop and deliver the service, third-party pricing of similar options and other information that may be available. At the time of revenue recognition, we reduce the transaction price and record a reserve against revenue for estimated variable consideration related to future product returns. Such estimates are based on historical experience and are immaterial in all periods presented. In addition, any fees that are paid or payable by us to a customer’s lender when we arrange the financing are recognized as an offset against automotive sales revenue. Costs to obtain a contract mainly relate to commissions paid to our sales personnel for the sale of vehicles. Commissions are not paid on other obligations such as connectivity, access to our Supercharger network, and over-the-air software updates . Automotive Sales with Resale Value Guarantee We offer resale value guarantees or similar buy-back terms to certain customers who purchase vehicles and who finance their vehicles through one of our specified commercial banking partners. We also offer resale value guarantees in connection with automobile sales to certain leasing partners. Currently, both programs are available only in certain international markets. Under these programs, we receive full payment for the vehicle sales price at the time of delivery and our counterparty has the option of selling their vehicle back to us during the guarantee period, which currently is generally at the end of the term of the applicable loan or financing program, for a pre-determined resale value. With the exception of two programs which are discussed within the Automotive Leasing Vehicle Sales to Leasing Partners with a Resale Value Guarantee and a Buyback Option Vehicle Sales to Customers with a Resale Value Guarantee where Exercise is Probable. Prior to the adoption of the new revenue standard, all transactions with resale value guarantees were recorded as operating leases. The amount of sale proceeds equal to the resale value guarantee was deferred until the guarantee expired or was exercised. For certain transactions that were considered interest bearing collateralized borrowings as required under ASC 840, Leases , we also accrued interest expense based on our borrowing rate. In cases where our counterparty retained ownership of the vehicle at the end of the guarantee period, the resale value guarantee liability and any remaining deferred revenue balances related to the vehicle were settled to automotive leasing revenue, and the net book value of the leased vehicle was expensed to cost of automotive leasing revenue. If our counterparty returned the vehicle to us during the guarantee period, we purchased the vehicle from our counterparty in an amount equal to the resale value guarantee and settled any remaining deferred balances to automotive leasing revenue, and we reclassified the net book value of the vehicle on the consolidated balance sheet to used vehicle inventory. Deferred revenue activity related to the access to our Supercharger network, internet connectivity, autopilot and over-the-air software updates on automotive sales with and without resale value guarantee consisted of the following (in thousands): Three Months Ended March 31, 2018 Deferred revenue on automotive sales with and without resale value guarantee— beginning of period $ 475,919 Additions 70,227 Net changes in liability for pre-existing contracts 2,882 Revenue recognized (21,611 ) Deferred revenue on automotive sales with and without resale value guarantee— end of period $ 527,417 Deferred revenue is equivalent to the total transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied, as of March 31, 2018. Additionally, revenue recognized per the above table is materially consistent with what was included in deferred revenue at the beginning of the period. Of the total deferred revenue on automotive sales with and without resale value guarantees, we expect to recognize $201.6 million of revenue in the next 12 months. The remaining balance will be recognized over the performance period as discussed above in Automotive Sales without Resale Value Guarantee Automotive Regulatory Credits California and certain other states have laws in place requiring vehicle manufacturers to ensure that a portion of the vehicles delivered for sale in that state during each model year are zero-emission vehicles. These laws and regulations provide that a manufacturer of zero-emission vehicles may earn regulatory credits (“ZEV credits”) and may sell excess credits to other manufacturers who apply such credits to comply with these regulatory requirements. Similar regulations exist at the federal level that require compliance related to greenhouse gas (“GHG”) emissions and also allow for the sale of excess credits by one manufacturer to other manufacturers. As a manufacturer solely of zero-emission vehicles, we have earned emission credits, such as ZEV and GHG credits, on our vehicles, and we expect to continue to earn these credits in the future. We enter into contractual agreements with third-parties to purchase our regulatory credits. Payments for regulatory credits are typically received at the point control transfers to the customer, or in accordance with payment terms customary to the business. We recognize revenue on the sale of regulatory credits at the time control of the regulatory credits is transferred to the purchasing party as automotive revenue in the consolidated statement of operations. We had no deferred revenue related to sales of automotive regulatory credits as of March 31, 2018 or December 31, 2017. Automotive Leasing Revenue Automotive leasing revenue includes revenue recognized under lease accounting guidance for our direct leasing programs as well as the two programs with resale value guarantees which continue to qualify for operating lease treatment. Prior to the adoption of the new revenue standard, all programs with resale value guarantees were accounted for as operating leases. Direct Vehicle Leasing Program We offer vehicle leasing programs in certain locations in North America and Europe. Qualifying customers are permitted to lease a vehicle directly from Tesla for up to 48 months. Currently, the program is only offered to qualified customers in North America. At the end of the lease term, customers have the option of either returning the vehicle to us or purchasing it for a pre-determined residual value. We account for these leasing transactions as operating leases, and we recognize leasing revenues on a straight-line basis over the contractual term and record the depreciation of these vehicles to cost of automotive leasing revenue. As of March 31, 2018 and December 31, 2017, we had deferred $105.6 million and $96.6 million, respectively, of lease-related upfront payments which will be recognized on a straight-line basis over the contractual term of the individual leases. Lease revenues are recorded in automotive leasing revenue, and for the three months ended March 31, 2018 and 2017, we recognized $74.8 million and $46.9 million, respectively. We capitalize shipping costs and initial direct costs such as the incremental cost of contract administration, referral fees and sales commissions from the origination of automotive lease agreements as an element of operating lease vehicles, net, and subsequently amortize these costs over the term of the related lease agreement. Our policy is to exclude taxes collected from a customer from the transaction price of automotive contracts. Vehicle Sales to Leasing Partners with a Resale Value Guarantee and a Buyback Option We offer buyback options in connection with automobile sales with resale value guarantees with certain leasing partner sales in the United States. These transactions entail a transfer of leases, which we have originated with an end-customer, to our leasing partner. As control of the vehicles has not been transferred in accordance with the new revenue standard, these transactions continue to be accounted for as interest bearing collateralized borrowings in accordance with ASC 840, Leases We have not sold any vehicles under this program in the United States since the second half of 2017 At the end of the lease term, we settle our liability in cash by either purchasing the vehicle from the leasing partner for the buyback option amount or paying a shortfall to the option amount the leasing partner may realize on the sale of the vehicle. Any remaining balances within deferred revenue and resale value guarantee will be settled to automotive leasing revenue. In cases where the leasing partner retains ownership of the vehicle after the end of our option period, we expense the net value of the leased vehicle to cost of automotive leasing revenue . The maximum amount we could be required to pay under this program, should we decide to repurchase all vehicles, was $837.2 million as of , including $504.0 million within a 12-month period. As of we had of such borrowings recorded in resale value guarantees and $183.0 million recorded in deferred revenue liability, On a quarterly basis, we assess the estimated market values of vehicles under our buyback options program to determine if we have sustained a loss on any of these contracts. As we accumulate more data related to the buyback values of our vehicles or as market conditions change, there may be material changes to their estimated values, although we have not experienced any material losses during any period to date. Vehicle Sales to Customers with a Resale Value Guarantee where Exercise is Probable For certain international programs where we have offered resale value guarantees to certain customers who purchased vehicles and where we expect the customer has a significant economic incentive to exercise the resale value guarantee provided to them, we continue to recognize these transactions as operating leases. The process to determine whether there is a significant economic incentive includes a comparison of a vehicle’s estimated market value at the time the option is exercisable with the guaranteed resale value to determine the customer’s economic incentive to exercise. We have not sold any vehicles under this program since the first half of 2017 and all current period activity relates to the exercise or cancellation of active transactions. The amount of sale proceeds equal to the resale value guarantee is deferred until the guarantee expires or is exercised. The remaining sale proceeds are deferred and recognized on a straight-line basis over the stated guarantee period to automotive leasing revenue. The guarantee period expires at the earlier of the end of the guarantee period or the pay-off of the initial loan. We capitalize the cost of these vehicles on the consolidated balance sheet as operating lease vehicles, net, and depreciate their value, less salvage value, to cost of automotive leasing revenue over the same period. In cases where a customer retains ownership of a vehicle at the end of the guarantee period, the resale value guarantee liability and any remaining deferred revenue balances related to the vehicle are settled to automotive leasing revenue, and the net book value of the leased vehicle is expensed to cost of automotive leasing revenue. If a customer returns the vehicle to us during the guarantee period, we purchase the vehicle from the customer in an amount equal to the resale value guarantee and settle any remaining deferred balances to automotive leasing revenue, and we reclassify the net book value of the vehicle on the consolidated balance sheet to used vehicle inventory. As of March 31, 2018, $125.1 million of the guarantees were exercisable by customers within the next 12 months. For the three months ended March 31, 2018, $16.1 million of leasing revenue related to this program was recognized. Energy Generation and Storage Segment Energy Generation and Storage Sales Energy generation and storage revenues consists of the sale of solar energy and storage systems to residential, small commercial, and large commercial and utility grade customers. Sales of solar energy systems to residential and small scale commercial customers consists of the engineering, design, and installation of the system. Post installation, residential and small scale commercial customers receive a proprietary monitoring system that captures and displays historical energy generation data and consists of hardware located on site and software hosted by us. Residential and small scale commercial customers pay the full purchase price of the solar energy system up-front, which includes the monitoring system. Revenue for the design and installation obligation is recognized when control transfers, which is when we install a solar energy system and the system passes inspection by the utility or the authority having jurisdiction. Revenue for the monitoring service is recognized ratably as a stand-ready obligation over the warranty period of the solar energy system. Sales of energy storage systems to residential and small scale commercial customers consists of the installation of the energy storage system and revenue is recognized when control transfers, which is when the product has been delivered or, if we are performing installation, when installed and accepted by the customer. Payment for such storage systems are made upon invoice or in accordance with payment terms customary to the business. For large commercial and utility grade solar energy and storage sales which consist of the engineering, design, and installation of the system, customers make milestone payments that are consistent with contract specific phases of a project. Revenue from such contracts is recognized over time using percentage of completion method based on cost incurred as a percentage of total estimated contract costs. Certain large scale commercial and utility grade solar energy and storage sales also include operations and maintenance service which are negotiated with the design and installation contracts and are thus considered to be a combined contract with the design and installation service. For certain large commercial and utility grade solar and storage systems where percentage of completion method does not apply, revenue is recognized when control transfers, which is when the product has been delivered to the customer for storage systems and when the project has received permission to operate from the utility for solar energy systems. In instances where there are multiple performance obligations in a single contract, we allocate the consideration to the various obligations in the contract based on the relative standalone selling price method. Standalone selling prices are estimated based on estimated costs plus margin or using market data for comparable products. Costs incurred on the sale of residential installations before the solar energy systems are completed are included as work in process within inventory in the consolidated balance sheets. However, any fees that are paid or payable by us to a solar loan lender would be recognized as an offset against revenue. Costs to obtain a contract relate mainly to commissions paid to our sales personnel related to the sale of solar energy and storage systems. As our contract costs related to energy generation and storage sales are typically fulfilled within one year, the costs to obtain a contract are expensed as incurred. As part of our energy generation and storage contracts, we may provide the customer with performance guarantees that warrant that the underlying energy generation or storage system will meet or exceed the minimum contract energy generation or retention requirements. In certain instances, we may receive a bonus payment if the system performs above a specified level. Conversely, if an energy generation or storage system does not meet the performance guarantee requirements, we may be required to pay liquidated damages. Other forms of variable consideration related to our large commercial and utility grade energy generation and storage contracts include variable customer payments that will be made based on our energy market participation activities. Such guarantees and variable customer payments represent a form of variable consideration and are estimated at contract inception at their most likely amount and updated at the end of each reporting period as additional performance data becomes available. Such estimates are included in the transaction price only to the extent that it is probable a significant reversal of revenue will not occur. We record as deferred revenue any amounts that are collected from customers related to fees charged for prepayments and remote monitoring service and operations and maintenance service, which is recognized as revenue ratably over the respective customer contract term. As of March 31, 2018 and December 31, 2017, deferred revenue related to such customer payments amounted to $135.3 million and $124.0 million, respectively. From the deferred revenue balance as of December 31, 2017, revenue recognized during the three months ended March 31, 2018 was $15.4 million. We have elected the practical expedient to omit disclosure of the amount of the transaction price allocated to remaining performance obligations for energy generation and storage sales with an original expected contract length of one year or less. As of March 31, 2018, total transaction price allocated to performance obligations that were unsatisfied or partially unsatisfied for contracts with an original expected length of more than one year was $228.0 million. Of this amount, we expect to recognize $128.4 million in the next 12 months and the remaining over a period of 20 years. Energy Generation and Storage Leasing For revenue arrangements where we are the lessor under operating lease agreements for solar energy systems, including energy storage products, we record lease revenue from minimum lease payments, including upfront rebates and incentives earned from such systems, on a straight-line basis over the life of the lease term, assuming all other revenue recognition criteria have been met. For incentives that are earned based on the amount of electricity generated by the system, we record revenue as the amounts are earned. The difference between the payments received and the revenue recognized is recorded as deferred revenue on the consolidated balance sheet. For solar energy systems where customers purchase electricity from us under power purchase agreements (“PPA”), we have determined that these agreements should be accounted for as operating leases pursuant to ASC 840. Revenue is recognized based on the amount of electricity delivered at rates specified under the contracts, assuming all other revenue recognition criteria are met. We record as deferred revenue any amounts that are collected from customers, including lease prepayments, in excess of revenue recognized and operations and maintenance service, which is recognized as revenue ratably over the respective customer contract term. As of March 31, 2018 and December 31, 2017, deferred revenue related to such customer payments amounted to $221.2 million and $206.8 million, respectively. Deferred revenue also includes the portion of rebates and incentives received from utility companies and various local and state government agencies, which are recognized as revenue over the lease term. As of March 31, 2018 and December 31, 2017, deferred revenue from rebates and incentives amounted to $29.2 million and $27.2 million, respectively. We capitalize initial direct costs from the origination of solar energy system leases or power purchase agreements, which include the incremental cost of contract administration, referral fees and sales commissions, as an element of solar energy systems, leased and to be leased, net, and subsequently amortize these costs over the term of the related lease or power purchase agreement. Services and Other Revenue Services and other revenue consists of repair and maintenance services, service plans, merchandise, sales of used Tesla vehicles, sales of electric vehicle components to other manufacturers and sales of non-Tesla vehicle trade-ins. There were no significant changes to the timing or amount of revenue recognition as a result of our adoption of the new revenue standard. Revenues related to repair and maintenance services are recognized over time as services are provided and extended service plans are recognized over the performance period of the service contract as the obligation represents a stand-ready obligation to the customer. We sell used vehicles, services, service plans, vehicle components and merchandise separately and thus use standalone selling prices as the basis for revenue allocation to the extent that these items are sold in transactions with other performance obligations. Payment for used vehicles, services, and merchandise are typically received at the point when control transfers to the customer or in accordance with payment terms customary to the business. Payments received for prepaid plans are refundable upon customer cancellation of the related contracts and are included within customer deposits on the consolidated balance sheet. Deferred revenue related to services and other revenue was immaterial as of March 31, 2018 and December 31, 2017. Revenue by source The following table disaggregates our revenue by major source (in thousands): Three Months Ended March 31, 2018 Automotive sales without resale value guarantee $ 2,182,514 Automotive sales with resale value guarantee 299,038 Automotive regulatory credits 80,329 Energy generation and storage sales 297,895 Services and other 263,412 Total revenues from sales and services 3,123,188 Automotive leasing 173,436 Energy generation and storage leasing 112,127 Total revenues $ 3,408,751 |
Income Taxes | Income Taxes There are transactions that occur during the ordinary course of business for which the ultimate tax determination is uncertain. As of March 31, 2018 and December 31, 2017, the aggregate balances of our gross unrecognized tax benefits were $218.1 million and $198.7 million, respectively, of which $210.0 million and $191.0 million, respectively, would not give rise to changes in our effective tax rate since these tax benefits would increase a deferred tax asset that is currently fully offset by a valuation allowance. |
Net Loss per Share of Common Stock Attributable to Common Stockholders | Net Loss per Share of Common Stock Attributable to Common Stockholders Basic net income (loss) per share of common stock attributable to common stockholders is calculated by dividing net income (loss) attributable to common stockholders by the weighted-average shares of common stock outstanding for the period. Potentially dilutive shares, which are based on the weighted-average shares of common stock underlying outstanding stock-based awards, warrants and convertible senior notes using the treasury stock method or the if-converted method, as applicable, are included when calculating diluted net income (loss) per share of common stock attributable to common stockholders when their effect is dilutive. Since we expect to settle in cash the principal outstanding under the 0.25% Convertible Senior Notes due in 2019, the 1.25% Convertible Senior Notes due in 2021 and the 2.375% Convertible Senior Notes due in 2022, we use the treasury stock method when calculating their potential dilutive effect, if any. Furthermore, in connection with the offerings of our bond hedges, we entered into convertible note hedges (see Note 10, Convertible and Long-Term Debt Obligations The following table presents the potentially dilutive shares that were excluded from the computation of diluted net income (loss) per share of common stock attributable to common stockholders, because their effect was anti-dilutive: Three Months Ended March 31, 2018 2017 Stock-based awards 9,630,761 9,738,595 Convertible senior notes 1,527,584 2,370,788 Warrants 301,504 595,104 |
Restricted Cash and Deposits | Restricted Cash and Deposits We maintain certain cash balances restricted as to withdrawal or use. Our restricted cash is comprised primarily of cash as collateral for our sales to lease partners with a resale value guarantee, letters of credit, real estate leases, insurance policies, credit card borrowing facilities and certain operating leases. In addition, restricted cash includes cash received from certain fund investors that have not been released for use by us and cash held to service certain payments under various secured debt facilities. The following table totals cash and cash equivalents and restricted cash as reported on the consolidated balance sheets; the sums are presented on the consolidated statements of cash flows (in thousands): March 31, December 31, March 31, December 31, 2018 2017 2017 2016 Cash and cash equivalents $ 2,665,673 $ 3,367,914 $ 4,006,593 $ 3,393,216 Restricted cash 120,194 155,323 88,946 105,519 Restricted cash, net of current portion 433,841 441,722 330,223 268,165 Total as presented in the consolidated statements of cash flows $ 3,219,708 $ 3,964,959 $ 4,425,762 $ 3,766,900 |
Concentration of Risk | Concentration of Risk Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist of cash, cash equivalents, restricted cash, accounts receivable and interest rate swaps. Our cash balances are primarily invested in money market funds or on deposit at high credit quality financial institutions in the U.S. These deposits are typically in excess of insured limits. As of March 31, 2018, no entity represented 10% or more of our total accounts receivable balance. As of December 31, 2017, no entity represented 10% of our total accounts receivable balance. The risk of concentration for our interest rate swaps is mitigated by transacting with several highly-rated multinational banks. Supply Risk We are dependent on our suppliers, the majority of which are single source suppliers, and the inability of these suppliers to deliver necessary components of our products in a timely manner at prices, quality levels and volumes acceptable to us, or our inability to efficiently manage these components from these suppliers, could have a material adverse effect on our business, prospects, financial condition and operating results. |
Warranties | Warranties We provide a manufacturer’s warranty on all new and used vehicles, production powertrain components and systems and energy storage products we sell. In addition, we also provide a warranty on the installation and components of the solar energy systems we sell for periods typically between 10 to 30 years. We accrue a warranty reserve for the products sold by us, which includes our best estimate of the projected costs to repair or replace items under warranty. These estimates are based on actual claims incurred to date and an estimate of the nature, frequency and costs of future claims. These estimates are inherently uncertain given our relatively short history of sales, and changes to our historical or projected warranty experience may cause material changes to the warranty reserve in the future. The warranty reserve does not include projected warranty costs associated with our vehicles subject to lease accounting and our solar energy systems under lease contracts or power purchase agreements, as the costs to repair these warranty claims are expensed as incurred. The portion of the warranty reserve expected to be incurred within the next 12 months is included within accrued liabilities and other while the remaining balance is included within other long-term liabilities on the consolidated balance sheet. Due to the adoption of the new revenue standard, automotive sales with resale value guarantees that were previously recorded within operating lease assets required a corresponding warranty accrual which is included in the table below. Warranty expense is recorded as a component of cost of revenues. Accrued warranty activity consisted of the following (in thousands): Three Months Ended March 31, 2018 2017 Accrued warranty—beginning of period $ 401,790 $ 266,655 Warranty costs incurred (44,681 ) (23,016 ) Net changes in liability for pre-existing warranties, including expirations and foreign exchange impact 501 (3,510 ) Additional warranty accrued from adoption of the new revenue standard 37,139 — Provision for warranty 71,117 66,822 Accrued warranty—end of period $ 465,866 $ 306,951 For the three months ended March 31, 2018 and 2017, warranty costs incurred for vehicles accounted for as operating leases or collateralized debt arrangements were $5.8 million and $6.1 million, respectively. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers Deferral of the Effective Date Principal versus Agent Considerations Identifying Performance Obligations and Licensing Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 EITF Meeting Narrow-Scope Improvements and Practical Expedients Technical Corrections and Improvements Revenue Recognition In February 2016, the FASB issued ASU No. 2016-02, Leases In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments In October 2016, the FASB issued ASU No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows: Restricted Cash Restricted Cash and Deposits In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment In February 2017, the FASB issued ASU No. 2017-05, Other Income – Gains and Losses from the Recognition of Nonfinancial Assets In May 2017, the FASB issued ASU No. 2017-09, Scope of Modification Accounting In August 2017, the FASB issued ASU No. 2017-12, Targeted Improvements to Accounting for Hedging Activities In December 2017, the 2017 Tax Cuts and Jobs Act (“Tax Act”) was enacted into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a federal corporate tax rate decrease from 35% to 21% for tax years beginning after December 31, 2017, the transition of U.S. international taxation from a worldwide tax system to a territorial system and a one-time transition tax on the mandatory deemed repatriation of foreign earnings. In December 2017, the Securities and Exchange Commission staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”), which allows us to record provisional amounts during a measurement period not to extend beyond one year form the enactment date. SAB 118 was codified by the FASB as part of ASU No. 2018-05, Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 As of March 31, 2018, we have not made any additional measurement period adjustments. Such adjustments may be necessary in future periods due to, among other things, the significant complexity of the Act and anticipated additional regulatory guidance that may be issued by the Internal Revenue Service (“IRS”), changes in analysis, interpretations and assumptions the Company has made and actions the Company may take as a result of the Act. We are continuing to gather information to assess the application of the Act and expect to complete our analysis with the filing of our 2017 income tax returns later in 2018. We do not expect any subsequent adjustments to have any material impact on the consolidated balance sheets or statements of operations due to our historical worldwide loss position and the full valuation allowance on our net U.S. deferred tax assets. In January 2018, the FASB issued ASU No. 2018-01, Land Easement Practical Expedient Transition to Topic 842 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Schedule of Deferred Revenue Activity | Deferred revenue activity related to the access to our Supercharger network, internet connectivity, autopilot and over-the-air software updates on automotive sales with and without resale value guarantee consisted of the following (in thousands): Three Months Ended March 31, 2018 Deferred revenue on automotive sales with and without resale value guarantee— beginning of period $ 475,919 Additions 70,227 Net changes in liability for pre-existing contracts 2,882 Revenue recognized (21,611 ) Deferred revenue on automotive sales with and without resale value guarantee— end of period $ 527,417 |
Schedule of Disaggregation of Revenue by Major Source | The following table disaggregates our revenue by major source (in thousands): Three Months Ended March 31, 2018 Automotive sales without resale value guarantee $ 2,182,514 Automotive sales with resale value guarantee 299,038 Automotive regulatory credits 80,329 Energy generation and storage sales 297,895 Services and other 263,412 Total revenues from sales and services 3,123,188 Automotive leasing 173,436 Energy generation and storage leasing 112,127 Total revenues $ 3,408,751 |
Schedule of Potentially Dilutive Shares that were Excluded from Computation of Diluted Net Income (Loss) per Share of Common Stock | The following table presents the potentially dilutive shares that were excluded from the computation of diluted net income (loss) per share of common stock attributable to common stockholders, because their effect was anti-dilutive: Three Months Ended March 31, 2018 2017 Stock-based awards 9,630,761 9,738,595 Convertible senior notes 1,527,584 2,370,788 Warrants 301,504 595,104 |
Schedule of Cash and Cash Equivalents and Restricted Cash | The following table totals cash and cash equivalents and restricted cash as reported on the consolidated balance sheets; the sums are presented on the consolidated statements of cash flows (in thousands): March 31, December 31, March 31, December 31, 2018 2017 2017 2016 Cash and cash equivalents $ 2,665,673 $ 3,367,914 $ 4,006,593 $ 3,393,216 Restricted cash 120,194 155,323 88,946 105,519 Restricted cash, net of current portion 433,841 441,722 330,223 268,165 Total as presented in the consolidated statements of cash flows $ 3,219,708 $ 3,964,959 $ 4,425,762 $ 3,766,900 |
Schedule of Accrued Warranty Activity | Three Months Ended March 31, 2018 2017 Accrued warranty—beginning of period $ 401,790 $ 266,655 Warranty costs incurred (44,681 ) (23,016 ) Net changes in liability for pre-existing warranties, including expirations and foreign exchange impact 501 (3,510 ) Additional warranty accrued from adoption of the new revenue standard 37,139 — Provision for warranty 71,117 66,822 Accrued warranty—end of period $ 465,866 $ 306,951 |
Adoption of ASU 2014-09 [Member] | |
Schedule of Impact of New Revenue Standard on Consolidated Financial Statements | Accordingly, the cumulative effect of the changes made to our consolidated January 1, 2018 consolidated balance sheet for the adoption of the new revenue standard was as follows (in thousands): Balances at December 31, 2017 Adjustments from Adoption of New Revenue Standard Balances at January 1, 2018 Assets Inventory $ 2,263,537 $ (27,009 ) $ 2,236,528 Prepaid expenses and other current assets 268,365 51,735 320,100 Operating lease vehicles, net 4,116,604 (1,808,932 ) 2,307,672 Other assets 273,123 68,355 341,478 Liabilities Accrued liabilities and other 1,731,366 74,487 1,805,853 Deferred revenue 1,015,253 (436,737 ) 578,516 Resale value guarantees 787,333 (295,909 ) 491,424 Customer deposits 853,919 56,081 910,000 Deferred revenue, net of current portion 1,177,799 (429,771 ) 748,028 Resale value guarantees, net of current portion 2,309,222 (1,346,179 ) 963,043 Other long-term liabilities 2,442,970 104,767 2,547,737 Redeemable noncontrolling interests in subsidiaries 397,734 8,101 405,835 Equity Accumulated other comprehensive gain 33,348 15,221 48,569 Accumulated deficit (4,974,299 ) 623,172 (4,351,127 ) Noncontrolling interests in subsidiaries 997,346 (89,084 ) 908,262 In accordance with the new revenue standard requirements, the impact of adoption on our consolidated balance sheet was as follows (in thousands): March 31, 2018 As Reported Balances Without Adoption of New Revenue Standard Effect of Change Higher / (Lower) Assets Inventory $ 2,565,826 $ 2,597,055 $ (31,229 ) Prepaid expenses and other current assets 379,379 325,367 54,012 Operating lease vehicles, net 2,315,124 4,254,727 (1,939,603 ) Other assets 415,478 340,390 75,088 Liabilities Accrued liabilities and other 1,898,431 1,829,478 68,953 Deferred revenue 536,465 987,591 (451,126 ) Resale value guarantees 629,112 975,233 (346,121 ) Customer deposits 984,823 926,236 58,587 Deferred revenue, net of current portion 818,250 1,297,897 (479,647 ) Resale value guarantees, net of current portion 756,800 2,173,643 (1,416,843 ) Other long-term liabilities 2,561,886 2,446,724 115,162 Redeemable noncontrolling interests in subsidiaries 405,835 397,904 7,931 Equity Accumulated other comprehensive gain 82,921 52,150 30,771 Accumulated deficit (5,051,292 ) (5,707,801 ) 656,509 Noncontrolling interests in subsidiaries 863,876 949,784 (85,908 ) In accordance with the new revenue standard requirements, the impact of adoption on our consolidated statement of operations and consolidated statement of comprehensive loss was as follows (in thousands): Three Months Ended March 31, 2018 As Reported Balances Without Adoption of New Revenue Standard Effect of Change Higher / (Lower) Revenues Automotive sales $ 2,561,881 $ 2,262,843 $ 299,038 Automotive leasing 173,436 338,375 (164,939 ) Energy generation and storage 410,022 413,465 (3,443 ) Cost of revenues Automotive sales 2,091,397 1,875,272 216,125 Automotive leasing 104,496 225,581 (121,085 ) Provision for income taxes 5,605 6,332 (727 ) Net loss (784,627 ) (820,970 ) 36,343 Net loss attributable to noncontrolling interests and redeemable noncontrolling interests in subsidiaries (75,076 ) (78,082 ) 3,006 Net loss attributable to common stockholders (709,551 ) (742,888 ) 33,337 Foreign currency translation adjustment 49,573 34,023 15,550 Comprehensive loss (659,978 ) (708,865 ) 48,887 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Acquired Intangible Assets | Information regarding our acquired intangible assets was as follows (in thousands): March 31, 2018 December 31, 2017 Gross Amount Accumulated Amortization Other Net Carrying Amount Gross Carrying Amount Accumulated Amortization Other Net Carrying Amount Finite-lived intangible assets: Developed technology $ 125,889 $ (23,780 ) $ 2,257 $ 104,366 $ 125,889 $ (19,317 ) $ 1,847 $ 108,419 Trade name 45,275 (19,224 ) 320 26,371 45,275 (10,924 ) 261 34,612 Favorable contracts and leases, net 112,817 (10,583 ) — 102,234 112,817 (8,639 ) — 104,178 Other 34,099 (8,883 ) 1,409 26,625 34,099 (7,775 ) 1,137 27,461 Total finite-lived intangible assets 318,080 (62,470 ) 3,986 259,596 318,080 (46,655 ) 3,245 274,670 Indefinite-lived intangible assets: IPR&D 86,832 — — 86,832 86,832 — — 86,832 Total indefinite-lived intangible assets 86,832 — — 86,832 86,832 — — 86,832 Total intangible assets $ 404,912 $ (62,470 ) $ 3,986 $ 346,428 $ 404,912 $ (46,655 ) $ 3,245 $ 361,502 |
Total Future Amortization Expense for Intangible Assets | Total future amortization expense for intangible assets was estimated as follows (in thousands): March 31, 2018 Nine months ending December 31, 2018 $ 46,811 2019 29,357 2020 27,345 2021 27,345 2022 27,345 Thereafter 101,393 Total $ 259,596 |
Fair Value of Financial Instr25
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | Our assets and liabilities that were measured at fair value on a recurring basis were as follows (in thousands): March 31, 2018 December 31, 2017 Fair Value Level I Level II Level III Fair Value Level I Level II Level III Money market funds $ 931,548 $ 931,548 $ — $ — $ 2,163,459 $ 2,163,459 $ — $ — Interest rate swaps, net 10,488 — 10,488 — 59 — 59 — Total $ 942,036 $ 931,548 $ 10,488 $ — $ 2,163,518 $ 2,163,459 $ 59 $ — |
Schedule of Interest Rate Swaps Outstanding | Our interest rate swaps outstanding were as follows as of March 31, 2018 (in thousands): Aggregate Notional Amount Gross Asset at Fair Value Gross Liability at Fair Value Gross Gains Gross Losses Interest rate swaps $ 479,247 $ 11,181 $ 693 $ 9,663 $ 35 Our interest rate swaps outstanding were as follows as of December 31, 2017 (in thousands): Aggregate Notional Amount Gross Asset at Fair Value Gross Liability at Fair Value Gross Gains Gross Losses Interest rate swaps $ 496,544 $ 5,304 $ 5,245 $ 7,192 $ 13,082 |
Schedule of Estimated Fair Values and Carrying Values | The following table presents the estimated fair values and the carrying values (in thousands): March 31, 2018 December 31, 2017 Carrying Fair Value Carrying Fair Value Convertible senior notes $ 3,763,803 $ 4,106,733 $ 3,722,673 $ 4,488,651 Senior notes $ 1,776,340 $ 1,570,500 $ 1,775,550 $ 1,732,500 Participation interest $ 17,937 $ 17,407 $ 17,545 $ 17,042 Solar asset-backed notes $ 869,780 $ 888,365 $ 880,415 $ 898,145 Solar loan-backed notes $ 220,593 $ 228,970 $ 236,844 $ 248,149 Automotive asset-backed notes $ 511,587 $ 512,256 $ — $ — |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Our inventory consisted of the following (in thousands): March 31, December 31, 2018 2017 Raw materials $ 902,190 $ 821,396 Work in process 315,227 243,181 Finished goods 1,125,665 1,013,909 Service parts 222,744 185,051 Total $ 2,565,826 $ 2,263,537 |
Solar Energy Systems, Leased 27
Solar Energy Systems, Leased and To Be Leased - Net (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Solar Energy Systems Leased and to be Leased [Member] | |
Property Subject To Or Available For Operating Lease [Line Items] | |
Components of Solar Energy Systems, Leased and to Be Leased | Solar energy systems, leased and to be leased, net, consisted of the following (in thousands): March 31, December 31, 2018 2017 Solar energy systems leased to customers $ 6,090,684 $ 6,009,977 Initial direct costs related to customer solar energy system lease acquisition costs 82,767 74,709 6,173,451 6,084,686 Less: accumulated depreciation and amortization (284,373 ) (220,110 ) 5,889,078 5,864,576 Solar energy systems under construction 233,563 243,847 Solar energy systems to be leased to customers 223,733 239,067 Solar energy systems, leased and to be leased – net (1) $ 6,346,374 $ 6,347,490 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant and Equipment, Net | Our property, plant and equipment, net, consisted of the following (in thousands): March 31, December 31, 2018 2017 Machinery, equipment, vehicles and office furniture $ 4,532,822 $ 4,251,711 Tooling 1,299,296 1,255,952 Leasehold improvements 840,718 789,751 Land and buildings 3,808,170 2,517,247 Computer equipment, hardware and software 426,173 395,067 Construction in progress 1,604,595 2,541,588 12,511,774 11,751,316 Less: Accumulated depreciation and amortization (1,992,548 ) (1,723,794 ) Total $ 10,519,226 $ 10,027,522 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Other Liabilities [Abstract] | |
Schedule of Other Long-term Liabilities | Other long-term liabilities consisted of the following (in thousands): March 31, 2018 December 31, 2017 Accrued warranty reserve, net of current portion $ 324,871 $ 276,289 Build-to-suit lease liability, net of current portion 1,663,972 1,665,768 Deferred rent expense 52,222 46,820 Financing obligation, net of current portion 57,312 67,929 Liability for receipts from an investor — 29,713 Sales return reserve 86,359 — Other noncurrent liabilities 377,150 356,451 Total long-term liabilities $ 2,561,886 $ 2,442,970 |
Convertible and Long-Term Deb30
Convertible and Long-Term Debt Obligations (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The following is a summary of our debt as of March 31, 2018 Unpaid Unused Principal Net Carrying Value Committed Contractual Balance Current Long-Term Amount Interest Rates Maturity Date Recourse debt: 1.50% Convertible Senior Notes due in 2018 ("2018 Notes") $ 303 $ 302 $ — $ — 1.50 % June 2018 0.25% Convertible Senior Notes due in 2019 ("2019 Notes") 920,000 879,632 — — 0.25 % March 2019 1.25% Convertible Senior Notes due in 2021 ("2021 Notes") 1,380,000 — 1,199,967 — 1.25 % March 2021 2.375% Convertible Senior Notes due in 2022 ("2022 Notes") 977,500 — 849,058 — 2.375 % March 2022 5.30% Senior Notes due in 2025 ("2025 Notes") 1,800,000 — 1,776,340 — 5.30 % August 2025 Credit Agreement 1,286,000 — 1,286,000 542,912 1% plus LIBOR June 2020 Vehicle and other Loans 7,518 7,337 181 — 1.8% - 7.6% April 2018- September 2019 2.75% Convertible Senior Notes due in 2018 230,000 226,305 — — 2.75 % November 2018 1.625% Convertible Senior Notes due in 2019 566,000 — 520,781 — 1.625 % November 2019 Zero-Coupon Convertible Senior Notes due in 2020 103,000 — 87,758 — 0.0 % December 2020 Related Party Promissory Notes 82,500 82,500 — — 6.5 % August 2018 Solar Bonds 31,698 7,095 24,508 — 2.6% - 5.75% April 2018- January 2031 Total recourse debt 7,384,519 1,203,171 5,744,593 542,912 Non-recourse debt: Warehouse Agreements 336,251 48,512 287,739 763,749 3.1 % September 2019 Canada Credit Facility 76,282 29,467 46,815 — 3.6% - 5.1% November 2021 Term Loan due in December 2018 158,472 157,956 — — 5.2 % December 2018 Term Loan due in January 2021 174,176 6,015 167,190 — 5.3 % January 2021 Revolving Aggregation Credit Facility 187,155 — 183,859 412,845 4.6% - 5.0% December 2019 Solar Renewable Energy Credit Loan Facility 34,883 15,111 19,741 — 7.5 % July 2021 Cash equity debt 478,229 11,617 451,465 — 5.3% - 5.8% July 2033- January 2035 Solar asset-backed notes 896,357 24,331 845,449 — 4.0% - 7.7% November 2038- February 2048 Solar loan-backed notes 228,133 9,566 211,027 — 4.8% - 7.5% September 2048- September 2049 Automotive asset-backed notes 511,587 249,888 261,699 — 2.3% - 4.9% December 2019 - March 2021 Total non-recourse debt 3,081,525 552,463 2,474,984 1,176,594 Total debt $ 10,466,044 $ 1,755,634 $ 8,219,577 $ 1,719,506 The following is a summary of our debt as of December 31, 2017 (in thousands): Unpaid Unused Principal Net Carrying Value Committed Contractual Balance Current Long-Term Amount Interest Rates Maturity Date Recourse debt: 2018 Notes $ 5,512 $ 5,442 $ — $ — 1.50 % June 2018 2019 Notes 920,000 — 869,092 — 0.25 % March 2019 2021 Notes 1,380,000 — 1,186,131 — 1.25 % March 2021 2022 Notes 977,500 — 841,973 — 2.375 % March 2022 2025 Notes 1,800,000 — 1,775,550 — 5.30 % August 2025 Credit Agreement 1,109,000 — 1,109,000 729,929 1% plus LIBOR June 2020 Vehicle and other Loans 16,205 15,944 261 — 1.8% - 7.6% January 2018- September 2019 2.75% Convertible Senior Notes due in 2018 230,000 222,171 — — 2.75% November 2018 1.625% Convertible Senior Notes due in 2019 566,000 — 511,389 — 1.625% November 2019 Zero-Coupon Convertible Senior Notes due in 2020 103,000 — 86,475 — 0.0% December 2020 Related Party Promissory Notes due in February 2018 100,000 100,000 — — 6.5% February 2018 Solar Bonds 32,016 7,008 24,940 — 2.6% - 5.8% March 2018- January 2031 Total recourse debt 7,239,233 350,565 6,404,811 729,929 Non-recourse debt: Warehouse Agreement 673,811 195,382 477,867 426,189 3.1 % September 2019 Canada Credit Facility 86,708 31,106 55,603 — 3.6% - 5.1% November 2021 Term Loan due in December 2018 157,095 156,884 — 19,534 4.8% December 2018 Term Loan due in January 2021 176,290 5,885 169,352 — 4.9% January 2021 Revolving Aggregation Credit Facility 161,796 — 158,733 438,204 4.1% - 4.5% December 2019 Solar Renewable Energy Credit Loan Facility 38,575 15,858 22,774 — 7.3% July 2021 Cash equity debt 482,133 12,334 454,421 — 5.3% - 5.8% July 2033- January 2035 Solar asset-backed notes 907,241 23,829 856,586 — 4.0% - 7.7% November 2038- February 2048 Solar loan-backed notes 244,498 8,006 228,838 — 4.8% - 7.5% September 2048- September 2049 Total non-recourse debt 2,928,147 449,284 2,424,174 883,927 Total debt $ 10,167,380 $ 799,849 $ 8,828,985 $ 1,613,856 |
Schedule of Interest Incurred | The following table presents the interest incurred on our convertible senior notes with cash conversion features, which include the 2018 Notes, the 2019 Notes, the 2021 Notes and the 2022 Notes (in thousands): Three Months Ended March 31, 2018 2017 Contractual interest coupon $ 10,548 $ 6,151 Amortization of debt issuance costs 1,615 1,308 Amortization of debt discounts 29,859 23,962 Total $ 42,022 $ 31,421 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Operational Milestone Based on Revenue or Adjusted EBITDA | Total Revenue (in billions) Adjusted EBITDA (in billions) $ 20 .0 $ 1.5 $35.0 $3.0 $55.0 $4.5 $75.0 $6.0 $100.0 $8.0 $125.0 $10.0 $150.0 $12.0 $ 175 .0 $ 14 .0 |
Summary of Stock-Based Compensation Expense | The following table summarizes our stock-based compensation expense by line item in the consolidated statements of operations (in thousands): Three Months Ended March 31, 2018 2017 Cost of sales $ 18,085 $ 10,031 Research and development 61,107 49,192 Selling, general and administrative 62,447 44,494 Total $ 141,639 $ 103,717 |
Variable Interest Entity Arra32
Variable Interest Entity Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Solar Energy Systems [Member] | |
Variable Interest Entity [Line Items] | |
Carrying Values of Assets and Liabilities of Subsidiary in Consolidated Balance Sheets | The aggregate carrying values of the VIEs’ assets and liabilities, after elimination of any intercompany transactions and balances, in the consolidated balance sheets were as follows (in thousands): March 31, 2018 December 31, 2017 Assets Current assets Cash and cash equivalents $ 53,530 $ 55,425 Restricted cash 37,248 33,656 Accounts receivable, net 25,680 18,204 Prepaid expenses and other current assets 10,278 9,018 Total current assets 126,736 116,303 Operating lease vehicles, net 499,852 337,089 Solar energy systems, leased and to be leased, net 5,079,068 5,075,321 Restricted cash, net of current portion 45,076 36,999 Other assets 38,338 29,555 Total assets $ 5,789,070 $ 5,595,267 Liabilities Current liabilities Accounts payable $ 32 $ 32 Accrued liabilities and other 81,816 51,652 Deferred revenue 16,795 59,412 Customer deposits 3,009 726 Current portion of long-term debt and capital leases 468,158 196,531 Total current liabilities 569,810 308,353 Deferred revenue, net of current portion 226,601 323,919 Long-term debt and capital leases, net of current portion 1,000,720 625,934 Other long-term liabilities 29,310 30,536 Total liabilities $ 1,826,441 $ 1,288,742 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Summary of Related Party Balances | Related party balances were comprised of the following (in thousands): March 31, 2018 December 31, 2017 Solar Bonds issued to related parties $ 100 $ 100 Convertible senior notes due to related parties $ 3,000 $ 3,000 Promissory notes due to related parties $ 82,500 $ 100,000 Due to related parties (primarily accrued interest, included in accrued and other current liabilities) $ 708 $ 2,509 |
Segment Reporting and Informa34
Segment Reporting and Information about Geographic Areas (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Total Revenues and Gross Margin by Reportable Segment | The following table presents revenues and gross margins by reportable segment (in thousands): Three Months Ended March 31, 2018 2017 Automotive segment Revenues $ 2,998,729 $ 2,482,326 Gross profit $ 421,867 $ 605,775 Energy generation and storage segment Revenues $ 410,022 $ 213,944 Gross profit $ 34,659 $ 62,171 |
Schedule of Revenues by Geographic Area | The following table presents revenues by geographic area based on where our products are delivered (in thousands): Three Months Ended March 31, 2018 2017 United States $ 1,844,447 $ 1,275,208 China 508,703 503,933 Norway 162,319 135,402 Other 893,282 781,727 Total $ 3,408,751 $ 2,696,270 |
Schedule of Long-Lived Assets by Geographic Area | The following table presents long-lived assets by geographic area (in thousands): March 31, 2018 December 31, 2017 United States $ 16,060,520 $ 15,587,979 International 805,080 787,033 Total $ 16,865,600 $ 16,375,012 |
Overview - Additional Informati
Overview - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2018Segment | |
Accounting Policies [Abstract] | |
Number of operating segment | 2 |
Number of reportable segment | 2 |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Schedule of Impact of New Revenue Standard on Consolidated Financial Statements (Detail) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Jan. 01, 2018 | Dec. 31, 2017 | |
Assets | ||||
Inventory | $ 2,565,826 | $ 2,263,537 | ||
Prepaid expenses and other current assets | 379,379 | 268,365 | ||
Other assets | 415,478 | 273,123 | ||
Liabilities | ||||
Accrued liabilities and other | 1,898,431 | 1,731,366 | ||
Deferred revenue | 536,465 | 1,015,253 | ||
Resale value guarantees | 629,112 | 787,333 | ||
Customer deposits | 984,823 | 853,919 | ||
Redeemable noncontrolling interests in subsidiaries | 405,835 | 397,734 | ||
Deferred revenue, net of current portion | 818,250 | 1,177,799 | ||
Resale value guarantees, net of current portion | 756,800 | 2,309,222 | ||
Other long-term liabilities | 2,561,886 | 2,442,970 | ||
Redeemable noncontrolling interests in subsidiaries | 405,835 | 397,734 | ||
Equity | ||||
Accumulated other comprehensive gain | 82,921 | 33,348 | ||
Accumulated deficit | (5,051,292) | (4,974,299) | ||
Noncontrolling interests in subsidiaries | 863,876 | 997,346 | ||
Customer deposits | 984,823 | 853,919 | ||
Revenues | ||||
Automotive sales | 2,561,881 | $ 2,035,060 | ||
Automotive leasing | 173,436 | 254,540 | ||
Energy generation and storage | 410,022 | 213,944 | ||
Cost of revenues | ||||
Automotive sales | 2,091,397 | 1,496,649 | ||
Automotive leasing | 104,496 | 166,026 | ||
Provision for income taxes | 5,605 | 25,278 | ||
Net loss | (784,627) | (397,181) | ||
Net loss attributable to noncontrolling interests and redeemable noncontrolling interests in subsidiaries | (75,076) | (66,904) | ||
Net loss attributable to common stockholders | (709,551) | (330,277) | ||
Foreign currency translation adjustment | 49,573 | 8,541 | ||
Comprehensive loss | (659,978) | $ (327,306) | ||
Adoption of ASU 2014-09 [Member] | ||||
Assets | ||||
Inventory | $ 2,236,528 | |||
Prepaid expenses and other current assets | 320,100 | |||
Other assets | 341,478 | |||
Liabilities | ||||
Accrued liabilities and other | 1,805,853 | |||
Deferred revenue | 578,516 | |||
Resale value guarantees | 491,424 | |||
Customer deposits | 910,000 | |||
Redeemable noncontrolling interests in subsidiaries | 405,835 | |||
Deferred revenue, net of current portion | 748,028 | |||
Resale value guarantees, net of current portion | 963,043 | |||
Other long-term liabilities | 2,547,737 | |||
Redeemable noncontrolling interests in subsidiaries | 405,835 | |||
Equity | ||||
Accumulated other comprehensive gain | 48,569 | |||
Accumulated deficit | (4,351,127) | |||
Noncontrolling interests in subsidiaries | 908,262 | |||
Customer deposits | 910,000 | |||
Adoption of ASU 2014-09 [Member] | Adjustments from Adoption of New Revenue Standard [Member] | ||||
Assets | ||||
Inventory | (31,229) | (27,009) | ||
Prepaid expenses and other current assets | 54,012 | 51,735 | ||
Other assets | 75,088 | 68,355 | ||
Liabilities | ||||
Accrued liabilities and other | 68,953 | 74,487 | ||
Deferred revenue | (451,126) | (436,737) | ||
Resale value guarantees | (346,121) | (295,909) | ||
Customer deposits | 58,587 | 56,081 | ||
Redeemable noncontrolling interests in subsidiaries | 7,931 | 8,101 | ||
Deferred revenue, net of current portion | (479,647) | (429,771) | ||
Resale value guarantees, net of current portion | (1,416,843) | (1,346,179) | ||
Other long-term liabilities | 115,162 | 104,767 | ||
Redeemable noncontrolling interests in subsidiaries | 7,931 | 8,101 | ||
Equity | ||||
Accumulated other comprehensive gain | 30,771 | 15,221 | ||
Accumulated deficit | 656,509 | 623,172 | ||
Noncontrolling interests in subsidiaries | (85,908) | (89,084) | ||
Customer deposits | 58,587 | 56,081 | ||
Revenues | ||||
Automotive sales | 299,038 | |||
Automotive leasing | (164,939) | |||
Energy generation and storage | (3,443) | |||
Cost of revenues | ||||
Automotive sales | 216,125 | |||
Automotive leasing | (121,085) | |||
Provision for income taxes | (727) | |||
Net loss | 36,343 | |||
Net loss attributable to noncontrolling interests and redeemable noncontrolling interests in subsidiaries | 3,006 | |||
Net loss attributable to common stockholders | 33,337 | |||
Foreign currency translation adjustment | 15,550 | |||
Comprehensive loss | 48,887 | |||
Adoption of ASU 2014-09 [Member] | Balances Without Adoption of New Revenue Standard [Member] | ||||
Assets | ||||
Inventory | 2,597,055 | |||
Prepaid expenses and other current assets | 325,367 | |||
Other assets | 340,390 | |||
Liabilities | ||||
Accrued liabilities and other | 1,829,478 | |||
Deferred revenue | 987,591 | |||
Resale value guarantees | 975,233 | |||
Customer deposits | 926,236 | |||
Redeemable noncontrolling interests in subsidiaries | 397,904 | |||
Deferred revenue, net of current portion | 1,297,897 | |||
Resale value guarantees, net of current portion | 2,173,643 | |||
Other long-term liabilities | 2,446,724 | |||
Redeemable noncontrolling interests in subsidiaries | 397,904 | |||
Equity | ||||
Accumulated other comprehensive gain | 52,150 | |||
Accumulated deficit | (5,707,801) | |||
Noncontrolling interests in subsidiaries | 949,784 | |||
Customer deposits | 926,236 | |||
Revenues | ||||
Automotive sales | 2,262,843 | |||
Automotive leasing | 338,375 | |||
Energy generation and storage | 413,465 | |||
Cost of revenues | ||||
Automotive sales | 1,875,272 | |||
Automotive leasing | 225,581 | |||
Provision for income taxes | 6,332 | |||
Net loss | (820,970) | |||
Net loss attributable to noncontrolling interests and redeemable noncontrolling interests in subsidiaries | (78,082) | |||
Net loss attributable to common stockholders | (742,888) | |||
Foreign currency translation adjustment | 34,023 | |||
Comprehensive loss | (708,865) | |||
Operating Lease Vehicles [Member] | ||||
Assets | ||||
Operating lease vehicles, net | 2,315,124 | $ 4,116,604 | ||
Operating Lease Vehicles [Member] | Adoption of ASU 2014-09 [Member] | ||||
Assets | ||||
Operating lease vehicles, net | 2,307,672 | |||
Operating Lease Vehicles [Member] | Adoption of ASU 2014-09 [Member] | Adjustments from Adoption of New Revenue Standard [Member] | ||||
Assets | ||||
Operating lease vehicles, net | (1,939,603) | $ (1,808,932) | ||
Operating Lease Vehicles [Member] | Adoption of ASU 2014-09 [Member] | Balances Without Adoption of New Revenue Standard [Member] | ||||
Assets | ||||
Operating lease vehicles, net | $ 4,254,727 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2018USD ($)Customer | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($)Customer | Feb. 28, 2017USD ($) | May 31, 2014USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred revenue recognized in next 12 months | $ 201,600,000 | ||||
Deferred revenue related to sales of automative regulatory credits | 0 | $ 0 | |||
Automotive revenues | 2,561,881,000 | $ 2,035,060,000 | |||
Maximum repurchase price of vehicles under resale value arrangement | 837,200,000 | ||||
Resale value exercisable by leasing partners | 504,000,000 | ||||
Leasing revenue recognized | 173,436,000 | $ 254,540,000 | |||
Resale value guarantees, current portion sales to customers | 125,100,000 | ||||
Resale value guarantees, lease revenue recognized | 16,100,000 | ||||
Unrecognized tax benefits | 218,100,000 | 198,700,000 | |||
Unrecognized tax benefits, that would not affect effective tax rate | $ 210,000,000 | $ 191,000,000 | |||
Number of customers representing more than ten percentage of accounts receivable | Customer | 0 | 0 | |||
Accounts receivable from OEM customers excess percentage | 10.00% | 10.00% | |||
Product warranty description | we also provide a warranty on the installation and components of the solar energy systems we sell for periods typically between 10 to 30 years. | ||||
Warranty costs incurred for operating lease vehicles collateralized debt arrangements | $ 5,800,000 | $ 6,100,000 | |||
Corporate tax rate | 21.00% | 35.00% | |||
Recourse debt [Member] | 0.25% Convertible Senior Notes due in 2019 ("2019 Notes") [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Interest Rate | 0.25% | 0.25% | |||
Maturity Dates | Mar. 31, 2019 | Mar. 31, 2019 | |||
Recourse debt [Member] | 1.25% Convertible Senior Notes due in 2021 ("2021 Notes") [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Interest Rate | 1.25% | 1.25% | |||
Maturity Dates | Mar. 31, 2021 | Mar. 31, 2021 | |||
Recourse debt [Member] | 2.375% Convertible Senior Notes due in 2022 [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Interest Rate | 2.375% | 2.375% | |||
Maturity Dates | Mar. 31, 2022 | Mar. 31, 2022 | |||
Customer payments [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred upfront payments | $ 221,200,000 | $ 206,800,000 | |||
Customer payments [Member] | Energy Generation and Storage [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred revenue recognized in next 12 months | 128,400,000 | ||||
Deferred upfront payments | 135,300,000 | 124,000,000 | |||
Deferred revenue recognized | 15,400,000 | ||||
Unbilled transaction price allocated to performance obligations, expected of more than one year | $ 228,000,000 | ||||
Deferred revenue, expecte to recognize period | 20 years | ||||
Rebates and Incentives [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred upfront payments | $ 29,200,000 | 27,200,000 | |||
Sales To Leasing Companies With Guarantee [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred upfront payments | 183,000,000 | ||||
Resale value guarantee | 1,000,000 | ||||
Leasing revenue recognized | $ 82,500,000 | ||||
Maximum [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Direct lease term | 48 months | ||||
Deferred lease revenue [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred upfront payments | $ 105,600,000 | 96,600,000 | |||
Automotive revenues | 74,800,000 | $ 46,900,000 | |||
Adoption of ASU 2014-09 [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Decrease in collateralized lease borrowings | (125,000,000) | ||||
Payments from collateralized lease borrowings | 87,100,000 | ||||
Proceeds from collateralized lease borrowings | $ 37,900,000 | ||||
Increase (decrease) in accumulated deficit and additional paid-in-capital | $ (623,200,000) | ||||
Accounting Standards Update 2017-05 [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Increase (decrease) in accumulated deficit and additional paid-in-capital | $ (9,400,000) |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Schedule of Deferred Revenue Activity (Detail) - Automotive [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Deferred Revenue Arrangement [Line Items] | |
Deferred revenue on automotive sales with and without resale value guarantee— beginning of period | $ 475,919 |
Additions | 70,227 |
Net changes in liability for pre-existing contracts | 2,882 |
Revenue recognized | (21,611) |
Deferred revenue on automotive sales with and without resale value guarantee— end of period | $ 527,417 |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Schedule of Disaggregation of Revenue by Major Source (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Disaggregation Of Revenue [Line Items] | |
Total revenues | $ 3,408,751 |
Services and Other [Member] | |
Disaggregation Of Revenue [Line Items] | |
Total revenues | 263,412 |
Sales and Services [Member] | |
Disaggregation Of Revenue [Line Items] | |
Total revenues | 3,123,188 |
Automotive [Member] | Automotive Sales without Resale Value Guarantee [Member] | |
Disaggregation Of Revenue [Line Items] | |
Total revenues | 2,182,514 |
Automotive [Member] | Automotive Sales with Resale Value Guarantee [Member] | |
Disaggregation Of Revenue [Line Items] | |
Total revenues | 299,038 |
Automotive [Member] | Automative Regulatory Credits [Member] | |
Disaggregation Of Revenue [Line Items] | |
Total revenues | 80,329 |
Automotive [Member] | Automotive Leasing [Member] | |
Disaggregation Of Revenue [Line Items] | |
Total revenues | 173,436 |
Energy Generation and Storage [Member] | Energy Generation and Storage Sales [Member] | |
Disaggregation Of Revenue [Line Items] | |
Total revenues | 297,895 |
Energy Generation and Storage [Member] | Energy Generation and Storage Leasing [Member] | |
Disaggregation Of Revenue [Line Items] | |
Total revenues | $ 112,127 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies - Schedule of Potentially Dilutive Shares that were Excluded from Computation of Diluted Net Income (Loss) per Share of Common Stock (Detail) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Stock-based awards [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential common shares excluded from computation of net loss per share | 9,630,761 | 9,738,595 |
Convertible senior notes [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential common shares excluded from computation of net loss per share | 1,527,584 | 2,370,788 |
Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential common shares excluded from computation of net loss per share | 301,504 | 595,104 |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Schedule of Cash and Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 2,665,673 | $ 3,367,914 | $ 4,006,593 | $ 3,393,216 |
Restricted cash | 120,194 | 155,323 | 88,946 | 105,519 |
Restricted cash, net of current portion | 433,841 | 441,722 | 330,223 | 268,165 |
Total as presented in the consolidated statements of cash flows | $ 3,219,708 | $ 3,964,959 | $ 4,425,762 | $ 3,766,900 |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Schedule of Accrued Warranty Activity (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Standard Product Warranty Disclosure [Abstract] | ||
Accrued warranty—beginning of period | $ 401,790 | $ 266,655 |
Warranty costs incurred | (44,681) | (23,016) |
Net changes in liability for pre-existing warranties, including expirations and foreign exchange impact | 501 | (3,510) |
Additional warranty accrued from adoption of the new revenue standard | 37,139 | |
Provision for warranty | 71,117 | 66,822 |
Accrued warranty—end of period | $ 465,866 | $ 306,951 |
Goodwill and Intangible Asset43
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 61,284 | $ 60,237 |
Goodwill and Intangible Asset44
Goodwill and Intangible Assets - Summary of Acquired Intangible Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Acquired Intangible Assets [Line Items] | ||
Gross amounts of finite-lived intangible assets | $ 318,080 | $ 318,080 |
Finite-lived intangible assets, Accumulated Amortization | (62,470) | (46,655) |
Finite-lived intangible assets, Other | 3,986 | 3,245 |
Finite-lived intangible assets, Net Carrying Amount | 259,596 | 274,670 |
Indefinite-lived intangible assets, Net Carrying Amount | 86,832 | 86,832 |
Gross amounts of intangible assets | 404,912 | 404,912 |
Intangible Assets, Net Carrying Amount | 346,428 | 361,502 |
IPR&D [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets, Net Carrying Amount | 86,832 | 86,832 |
Developed technology [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Gross amounts of finite-lived intangible assets | 125,889 | 125,889 |
Finite-lived intangible assets, Accumulated Amortization | (23,780) | (19,317) |
Finite-lived intangible assets, Other | 2,257 | 1,847 |
Finite-lived intangible assets, Net Carrying Amount | 104,366 | 108,419 |
Trade name [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Gross amounts of finite-lived intangible assets | 45,275 | 45,275 |
Finite-lived intangible assets, Accumulated Amortization | (19,224) | (10,924) |
Finite-lived intangible assets, Other | 320 | 261 |
Finite-lived intangible assets, Net Carrying Amount | 26,371 | 34,612 |
Favorable Contracts and Leases Net [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Gross amounts of finite-lived intangible assets | 112,817 | 112,817 |
Finite-lived intangible assets, Accumulated Amortization | (10,583) | (8,639) |
Finite-lived intangible assets, Net Carrying Amount | 102,234 | 104,178 |
Other [Member] | ||
Acquired Intangible Assets [Line Items] | ||
Gross amounts of finite-lived intangible assets | 34,099 | 34,099 |
Finite-lived intangible assets, Accumulated Amortization | (8,883) | (7,775) |
Finite-lived intangible assets, Other | 1,409 | 1,137 |
Finite-lived intangible assets, Net Carrying Amount | $ 26,625 | $ 27,461 |
Goodwill and Intangible Asset45
Goodwill and Intangible Assets - Total Future Amortization Expense for Intangible Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Nine months ending December 31, 2018 | $ 46,811 | |
2,019 | 29,357 | |
2,020 | 27,345 | |
2,021 | 27,345 | |
2,022 | 27,345 | |
Thereafter | 101,393 | |
Finite-lived intangible assets, Net Carrying Amount | $ 259,596 | $ 274,670 |
Fair Value of Financial Instr46
Fair Value of Financial Instruments - Schedule of Fair Value Hierarchy of Financial Assets Carried at Fair Value (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total | $ 942,036 | $ 2,163,518 |
Money market funds [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial assets, Fair Value | 931,548 | 2,163,459 |
Level I [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total | 931,548 | 2,163,459 |
Level I [Member] | Money market funds [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial assets, Fair Value | 931,548 | 2,163,459 |
Level II [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total | 10,488 | 59 |
Interest Rate Swaps, net [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial assets, Fair Value | 10,488 | 59 |
Interest Rate Swaps, net [Member] | Level II [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Financial assets, Fair Value | $ 10,488 | $ 59 |
Fair Value of Financial Instr47
Fair Value of Financial Instruments - Schedule of Interest Rate Swaps Outstanding (Detail) - Interest Rate Swaps [Member] - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Aggregate Notional Amount | $ 479,247 | $ 496,544 |
Gross Asset at Fair Value | 11,181 | 5,304 |
Gross Liability at Fair Value | 693 | 5,245 |
Gross Gains | 9,663 | 7,192 |
Gross Losses | $ 35 | $ 13,082 |
Fair Value of Financial Instr48
Fair Value of Financial Instruments - Additional Information (Detail) - Recourse debt [Member] - 5.30% Senior Notes due in 2025 ("2025 Notes") [Member] | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Interest Rate | 5.30% | 5.30% |
Maturity Dates | Aug. 31, 2025 | Aug. 31, 2025 |
Fair Value of Financial Instr49
Fair Value of Financial Instruments - Schedule of Estimated Fair Values and Carrying Values (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | $ 8,219,577 | $ 8,828,985 |
Senior Notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 1,776,340 | 1,775,550 |
Fair Value | 1,570,500 | 1,732,500 |
Convertible senior notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 3,763,803 | 3,722,673 |
Fair Value | 4,106,733 | 4,488,651 |
Participation interest [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 17,937 | 17,545 |
Fair Value | 17,407 | 17,042 |
Solar asset-backed notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 869,780 | 880,415 |
Fair Value | 888,365 | 898,145 |
Solar Loan-backed Notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 220,593 | 236,844 |
Fair Value | 228,970 | $ 248,149 |
Automotive Asset-backed Notes [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Carrying Value | 511,587 | |
Fair Value | $ 512,256 |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 902,190 | $ 821,396 |
Work in process | 315,227 | 243,181 |
Finished goods | 1,125,665 | 1,013,909 |
Service parts | 222,744 | 185,051 |
Total | $ 2,565,826 | $ 2,263,537 |
Inventory - Additional Informat
Inventory - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Inventory [Line Items] | ||
Inventory write-downs | $ 18,546 | $ 26,918 |
Cost of Revenues [Member] | ||
Inventory [Line Items] | ||
Inventory write-downs | $ 17,300 | $ 21,000 |
Solar Energy Systems, Leased 52
Solar Energy Systems, Leased and To Be Leased - Net - Components of Solar Energy Systems, Leased and to Be Leased (Detail) - Solar Energy Systems [Member] - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Property Subject To Or Available For Operating Lease [Line Items] | ||
Solar energy systems leased to customers | $ 6,090,684 | $ 6,009,977 |
Initial direct costs related to customer solar energy system lease acquisition costs | 82,767 | 74,709 |
Solar energy systems, leased and to be leased, gross | 6,173,451 | 6,084,686 |
Less: accumulated depreciation and amortization | (284,373) | (220,110) |
Solar energy systems, leased and to be leased gross, less accumulated depreciation and amortization | 5,889,078 | 5,864,576 |
Solar energy systems under construction | 233,563 | 243,847 |
Solar energy systems to be leased to customers | 223,733 | 239,067 |
Solar energy systems, leased and to be leased – net | $ 6,346,374 | $ 6,347,490 |
Solar Energy Systems, Leased 53
Solar Energy Systems, Leased and To Be Leased - Net - Components of Solar Energy Systems, Leased and to Be Leased (Parenthetical) (Detail) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Capital Leased Assets [Line Items] | ||
Capital leased assets | $ 814.7 | $ 688.3 |
Accumulated depreciation and amortization on capital leased assets | 135.3 | 100.6 |
Solar Energy Systems [Member] | ||
Capital Leased Assets [Line Items] | ||
Capital leased assets | 36 | 36 |
Accumulated depreciation and amortization on capital leased assets | $ 2.4 | $ 1.9 |
Property Plant and Equipment -
Property Plant and Equipment - Schedule of Property, Plant and Equipment, Net (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 12,511,774 | $ 11,751,316 |
Less: Accumulated depreciation and amortization | (1,992,548) | (1,723,794) |
Property, plant and equipment, net | 10,519,226 | 10,027,522 |
Machinery, equipment, vehicles and office furniture [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 4,532,822 | 4,251,711 |
Tooling [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,299,296 | 1,255,952 |
Leasehold improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 840,718 | 789,751 |
Land and buildings [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 3,808,170 | 2,517,247 |
Computer equipment, hardware and software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 426,173 | 395,067 |
Construction in progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,604,595 | $ 2,541,588 |
Property Plant and Equipment 55
Property Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Property Plant And Equipment [Line Items] | |||
Interest expense capitalized | $ 18,800 | $ 23,300 | |
Property, plant and equipment, net | 10,519,226 | $ 10,027,522 | |
Other long-term liabilities | 2,561,886 | 2,442,970 | |
Depreciation and amortization expense | 245,200 | $ 160,100 | |
Capital leased assets | 814,700 | 688,300 | |
Accumulated depreciation on property and equipment under capital leases | 135,300 | 100,600 | |
Gigafactory [Member] | |||
Property Plant And Equipment [Line Items] | |||
Cost transferred to asset class | 491,400 | ||
Costs related to construction activities | 3,540,000 | 3,150,000 | |
Gigafactory 2 [Member] | |||
Property Plant And Equipment [Line Items] | |||
Cost transferred to asset class | 649,500 | ||
Build To Suit Arrangements [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property, plant and equipment, net | 1,680,000 | 1,630,000 | |
Accrued liabilities | 87,300 | 14,900 | |
Other long-term liabilities | 1,660,000 | 1,670,000 | |
Production Equipment [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property, plant and equipment, net | $ 576,400 | $ 473,300 |
Other Long-Term Liabilities - S
Other Long-Term Liabilities - Schedule of Other Long-term Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Other Liabilities Noncurrent [Abstract] | ||
Accrued warranty reserve, net of current portion | $ 324,871 | $ 276,289 |
Build-to-suit lease liability, net of current portion | 1,663,972 | 1,665,768 |
Deferred rent expense | 52,222 | 46,820 |
Financing obligation, net of current portion | 57,312 | 67,929 |
Liability for receipts from an investor | 29,713 | |
Sales return reserve | 86,359 | |
Other noncurrent liabilities | 377,150 | 356,451 |
Total long-term liabilities | $ 2,561,886 | $ 2,442,970 |
Customer Deposits - Additional
Customer Deposits - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Customer Deposits Disclosure [Abstract] | ||
Customer deposits | $ 984.8 | $ 853.9 |
Increase in customer deposits | $ 58.6 |
Convertible and Long-Term Deb58
Convertible and Long-Term Debt Obligations - Summary of Debt (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 10,466,044 | $ 10,167,380 |
Net Carrying Value, Current | 1,755,634 | 799,849 |
Net Carrying Value, Long - Term | 8,219,577 | 8,828,985 |
Unused Committed Amount | 1,719,506 | 1,613,856 |
Solar asset-backed notes [Member] | ||
Debt Instrument [Line Items] | ||
Net Carrying Value, Long - Term | 869,780 | 880,415 |
Solar Loan-backed Notes [Member] | ||
Debt Instrument [Line Items] | ||
Net Carrying Value, Long - Term | 220,593 | 236,844 |
Recourse debt [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | 7,384,519 | 7,239,233 |
Net Carrying Value, Current | 1,203,171 | 350,565 |
Net Carrying Value, Long - Term | 5,744,593 | 6,404,811 |
Unused Committed Amount | 542,912 | 729,929 |
Recourse debt [Member] | 1.50% Convertible Senior Notes due in 2018 ("2018 Notes") [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | 303 | 5,512 |
Net Carrying Value, Current | $ 302 | $ 5,442 |
Interest Rate | 1.50% | 1.50% |
Maturity Dates | Jun. 30, 2018 | Jun. 30, 2018 |
Recourse debt [Member] | 0.25% Convertible Senior Notes due in 2019 ("2019 Notes") [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 920,000 | $ 920,000 |
Net Carrying Value, Current | $ 879,632 | |
Net Carrying Value, Long - Term | $ 869,092 | |
Interest Rate | 0.25% | 0.25% |
Maturity Dates | Mar. 31, 2019 | Mar. 31, 2019 |
Recourse debt [Member] | 1.25% Convertible Senior Notes due in 2021 ("2021 Notes") [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 1,380,000 | $ 1,380,000 |
Net Carrying Value, Long - Term | $ 1,199,967 | $ 1,186,131 |
Interest Rate | 1.25% | 1.25% |
Maturity Dates | Mar. 31, 2021 | Mar. 31, 2021 |
Recourse debt [Member] | 2.375% Convertible Senior Notes due in 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 977,500 | $ 977,500 |
Net Carrying Value, Long - Term | $ 849,058 | $ 841,973 |
Interest Rate | 2.375% | 2.375% |
Maturity Dates | Mar. 31, 2022 | Mar. 31, 2022 |
Recourse debt [Member] | 5.30% Senior Notes due in 2025 ("2025 Notes") [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 1,800,000 | $ 1,800,000 |
Net Carrying Value, Long - Term | $ 1,776,340 | $ 1,775,550 |
Interest Rate | 5.30% | 5.30% |
Maturity Dates | Aug. 31, 2025 | Aug. 31, 2025 |
Recourse debt [Member] | Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 1,286,000 | $ 1,109,000 |
Net Carrying Value, Long - Term | 1,286,000 | 1,109,000 |
Unused Committed Amount | $ 542,912 | $ 729,929 |
Debt instrument interest rate description | 1% plus LIBOR | 1% plus LIBOR |
Maturity Dates | Jun. 30, 2020 | Jun. 30, 2020 |
Recourse debt [Member] | Vehicle and other Loans [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 7,518 | $ 16,205 |
Net Carrying Value, Current | 7,337 | 15,944 |
Net Carrying Value, Long - Term | $ 181 | $ 261 |
Maturity Date, Start | Apr. 30, 2018 | Jan. 31, 2018 |
Maturity Date, End | Sep. 30, 2019 | Sep. 30, 2019 |
Recourse debt [Member] | Vehicle and other Loans [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 1.80% | 1.80% |
Recourse debt [Member] | Vehicle and other Loans [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 7.60% | 7.60% |
Recourse debt [Member] | 2.75% Convertible Senior Notes due in 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 230,000 | $ 230,000 |
Net Carrying Value, Current | $ 226,305 | $ 222,171 |
Interest Rate | 2.75% | 2.75% |
Maturity Dates | Nov. 30, 2018 | Nov. 30, 2018 |
Recourse debt [Member] | 1.625% Convertible Senior Notes due in 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 566,000 | $ 566,000 |
Net Carrying Value, Long - Term | $ 520,781 | $ 511,389 |
Interest Rate | 1.625% | 1.625% |
Maturity Dates | Nov. 30, 2019 | Nov. 30, 2019 |
Recourse debt [Member] | Zero-Coupon Convertible Senior Notes due in 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 103,000 | $ 103,000 |
Net Carrying Value, Long - Term | $ 87,758 | $ 86,475 |
Interest Rate | 0.00% | 0.00% |
Maturity Dates | Dec. 31, 2020 | Dec. 31, 2020 |
Recourse debt [Member] | Related Party Promissory Notes due in February 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 82,500 | $ 100,000 |
Net Carrying Value, Current | $ 82,500 | $ 100,000 |
Interest Rate | 6.50% | 6.50% |
Maturity Dates | Aug. 31, 2018 | Feb. 28, 2018 |
Recourse debt [Member] | Solar Bonds [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 31,698 | $ 32,016 |
Net Carrying Value, Current | 7,095 | 7,008 |
Net Carrying Value, Long - Term | $ 24,508 | $ 24,940 |
Maturity Date, Start | Apr. 30, 2018 | Mar. 31, 2018 |
Maturity Date, End | Jan. 31, 2031 | Jan. 31, 2031 |
Recourse debt [Member] | Solar Bonds [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.60% | 2.60% |
Recourse debt [Member] | Solar Bonds [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.75% | 5.80% |
Non-recourse debt [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 3,081,525 | $ 2,928,147 |
Net Carrying Value, Current | 552,463 | 449,284 |
Net Carrying Value, Long - Term | 2,474,984 | 2,424,174 |
Unused Committed Amount | 1,176,594 | 883,927 |
Non-recourse debt [Member] | Warehouse Agreements [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | 336,251 | 673,811 |
Net Carrying Value, Current | 48,512 | 195,382 |
Net Carrying Value, Long - Term | 287,739 | 477,867 |
Unused Committed Amount | $ 763,749 | $ 426,189 |
Interest Rate | 3.10% | 3.10% |
Maturity Dates | Sep. 30, 2019 | Sep. 30, 2019 |
Non-recourse debt [Member] | Canada Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 76,282 | $ 86,708 |
Net Carrying Value, Current | 29,467 | 31,106 |
Net Carrying Value, Long - Term | $ 46,815 | $ 55,603 |
Maturity Dates | Nov. 30, 2021 | Nov. 30, 2021 |
Non-recourse debt [Member] | Canada Credit Facility [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.60% | 3.60% |
Non-recourse debt [Member] | Canada Credit Facility [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.10% | 5.10% |
Non-recourse debt [Member] | Term Loan due in December 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 158,472 | $ 157,095 |
Net Carrying Value, Current | $ 157,956 | 156,884 |
Unused Committed Amount | $ 19,534 | |
Interest Rate | 5.20% | 4.80% |
Maturity Dates | Dec. 31, 2018 | Dec. 31, 2018 |
Non-recourse debt [Member] | Term Loan due in January 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 174,176 | $ 176,290 |
Net Carrying Value, Current | 6,015 | 5,885 |
Net Carrying Value, Long - Term | $ 167,190 | $ 169,352 |
Interest Rate | 5.30% | 4.90% |
Maturity Dates | Jan. 31, 2021 | Jan. 31, 2021 |
Non-recourse debt [Member] | Revolving Aggregation Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 187,155 | $ 161,796 |
Net Carrying Value, Long - Term | 183,859 | 158,733 |
Unused Committed Amount | $ 412,845 | $ 438,204 |
Maturity Dates | Dec. 31, 2019 | Dec. 31, 2019 |
Non-recourse debt [Member] | Revolving Aggregation Credit Facility [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 4.60% | 4.10% |
Non-recourse debt [Member] | Revolving Aggregation Credit Facility [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.00% | 4.50% |
Non-recourse debt [Member] | Solar Renewable Energy Credit Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 34,883 | $ 38,575 |
Net Carrying Value, Current | 15,111 | 15,858 |
Net Carrying Value, Long - Term | $ 19,741 | $ 22,774 |
Interest Rate | 7.50% | 7.30% |
Maturity Dates | Jul. 31, 2021 | Jul. 31, 2021 |
Non-recourse debt [Member] | Cash equity debt [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 478,229 | $ 482,133 |
Net Carrying Value, Current | 11,617 | 12,334 |
Net Carrying Value, Long - Term | $ 451,465 | $ 454,421 |
Maturity Date, Start | Jul. 31, 2033 | Jul. 31, 2033 |
Maturity Date, End | Jan. 31, 2035 | Jan. 31, 2035 |
Non-recourse debt [Member] | Cash equity debt [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.30% | 5.30% |
Non-recourse debt [Member] | Cash equity debt [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.80% | 5.80% |
Non-recourse debt [Member] | Solar asset-backed notes [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 896,357 | $ 907,241 |
Net Carrying Value, Current | 24,331 | 23,829 |
Net Carrying Value, Long - Term | $ 845,449 | $ 856,586 |
Maturity Date, Start | Nov. 30, 2038 | Nov. 30, 2038 |
Maturity Date, End | Feb. 29, 2048 | Feb. 29, 2048 |
Non-recourse debt [Member] | Solar asset-backed notes [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 4.00% | 4.00% |
Non-recourse debt [Member] | Solar asset-backed notes [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 7.70% | 7.70% |
Non-recourse debt [Member] | Solar Loan-backed Notes [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 228,133 | $ 244,498 |
Net Carrying Value, Current | 9,566 | 8,006 |
Net Carrying Value, Long - Term | $ 211,027 | $ 228,838 |
Maturity Date, Start | Sep. 30, 2048 | Sep. 30, 2048 |
Maturity Date, End | Sep. 30, 2049 | Sep. 30, 2049 |
Non-recourse debt [Member] | Solar Loan-backed Notes [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 4.80% | 4.80% |
Non-recourse debt [Member] | Solar Loan-backed Notes [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 7.50% | 7.50% |
Non-recourse debt [Member] | Automotive Asset-backed Notes [Member] | ||
Debt Instrument [Line Items] | ||
Unpaid Principal Balance | $ 511,587 | |
Net Carrying Value, Current | 249,888 | |
Net Carrying Value, Long - Term | $ 261,699 | |
Maturity Date, Start | Dec. 31, 2019 | |
Maturity Date, End | Mar. 31, 2021 | |
Non-recourse debt [Member] | Automotive Asset-backed Notes [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.30% | |
Non-recourse debt [Member] | Automotive Asset-backed Notes [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 4.90% |
Convertible and Long-Term Deb59
Convertible and Long-Term Debt Obligations - 2018 Notes, Bond Hedges and Warrant Transactions - Additional Information (Detail) - Senior Notes [Member] - 1.50% Convertible Senior Notes due in 2018 ("2018 Notes") [Member] | 3 Months Ended |
Mar. 31, 2018USD ($)shares | |
Debt Instrument [Line Items] | |
Debt conversion aggregate principal amount | $ 5,200,000 |
Convertible instrument exchanged for cash | $ 5,200,000 |
Convertible instrument, shares issued | shares | 25,745 |
Maximum [Member] | |
Debt Instrument [Line Items] | |
Loss on extinguishment of debt | $ (100,000) |
Convertible and Long-Term Deb60
Convertible and Long-Term Debt Obligations - Credit Agreement - Additional Information (Detail) - Credit Agreement [Member] - Syndicate of Banks [Member] - Revolving Credit Facility [Member] | 1 Months Ended |
Jun. 30, 2015 | |
Federal Funds Purchased [Member] | |
Debt Instrument [Line Items] | |
Line of credit, additional interest rate | 0.50% |
LIBOR [Member] | |
Debt Instrument [Line Items] | |
Line of credit, additional interest rate | 1.00% |
Undrawn amounts interest rate [Member] | |
Debt Instrument [Line Items] | |
Line of credit, additional interest rate | 0.25% |
Convertible and Long-Term Deb61
Convertible and Long-Term Debt Obligations - Related Party Promissory Notes - Additional Information (Detail) - USD ($) | Feb. 14, 2018 | Feb. 28, 2018 |
Related Party Promissory Notes due in February 2018 [Member] | Chief Executive Officer [Member] | ||
Debt Instrument [Line Items] | ||
Repayment of aggregate principal amount | $ 17,500 | |
Debt instrument interest rate | 6.50% | |
Solar bonds due in February 2018 [Member] | CEO And Former Chief Technology Officer [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 6.50% | |
Debt conversion, converted instrument, amount | $ 82,500,000 | |
Debt instrument maturity date | Feb. 28, 2018 | |
Solar bonds due in August 2018 [Member] | CEO And Former Chief Technology Officer [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 6.50% | |
Debt conversion, converted instrument, amount | $ 82,500,000 | |
Debt instrument maturity date | Aug. 31, 2018 |
Convertible and Long-Term Deb62
Convertible and Long-Term Debt Obligations - Warehouse Agreements - Additional Information (Detail) $ in Millions | Feb. 06, 2018USD ($) |
Non-recourse debt [Member] | Warehouse Agreements [Member] | |
Debt Instrument [Line Items] | |
Repayments of secured debt | $ 453.6 |
Convertible and Long-Term Deb63
Convertible and Long-Term Debt Obligations - Automotive Asset-backed Notes, Series 2018-A - Additional Information (Detail) - Automotive Asset-backed Notes, Series 2018-A [Member] $ in Millions | Feb. 06, 2018USD ($) |
Debt Instrument [Line Items] | |
Debt principal issued | $ 546.1 |
Proceeds from issuance of secured debt | $ 543.1 |
Convertible and Long-term Deb64
Convertible and Long-term Debt Obligations - Schedule of Interest Incurred (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Debt Disclosure [Abstract] | ||
Contractual interest coupon | $ 10,548 | $ 6,151 |
Amortization of debt issuance costs | 1,615 | 1,308 |
Amortization of debt discounts | 29,859 | 23,962 |
Total | $ 42,022 | $ 31,421 |
Equity Incentive Plans - Additi
Equity Incentive Plans - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | |||
Mar. 31, 2018USD ($)Tranchesmilestoneshares | Dec. 31, 2014Tranchesshares | Aug. 31, 2012Tranchesshares | Mar. 31, 2018USD ($)TranchesmilestoneVehicleshares | Mar. 31, 2017USD ($) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Contractual term of stock options, in years | 10 years | ||||
Unrecognized compensation expense | $ 1,420,000,000 | $ 1,420,000,000 | |||
Weighted-average period of recognition of unrecognized compensation, in years | 3 years | ||||
Stock-based compensation | $ 141,639,000 | $ 103,717,000 | |||
Aggregate number of vehicle production | Vehicle | 300,000 | ||||
Income tax benefit from stock option exercises | $ 0 | ||||
2014 Performance-based Stock Option Grants [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options grant | shares | 1,073,000 | ||||
Number of vesting tranches | Tranches | 4 | ||||
Performance Condition Not Considered Probable Achievement [Member] | 2014 Performance-based Stock Option Grants [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized compensation expense | $ 13,100,000 | 13,100,000 | |||
Stock-based compensation | $ 0 | 2,700,000 | |||
Upon Completion of First Model X Production Vehicle [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Portion of stock options scheduled to vest upon successful completion of performance objectives | 25.00% | ||||
Upon Achieving Aggregate Production of 100,000 Vehicles in Trailing 12-month Period [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Portion of stock options scheduled to vest upon successful completion of performance objectives | 25.00% | ||||
Aggregate number of vehicle production | Vehicle | 100,000 | ||||
Upon Completion of First Gen III Production Vehicle [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Portion of stock options scheduled to vest upon successful completion of performance objectives | 25.00% | ||||
Annualized Gross Margin of Greater Than 30% for Any Three Year Period [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Portion of stock options scheduled to vest upon successful completion of performance objectives | 25.00% | ||||
Gross margin | 30.00% | ||||
Fourth Tranche [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Aggregate number of vehicle production | Vehicle | 100,000 | ||||
Third Tranche [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Aggregate number of vehicle production | Vehicle | 200,000 | ||||
2018 CEO Performance Award [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options grant | shares | 20,264,042 | ||||
Number of vesting tranches CEO Performance Award consists | Tranches | 12 | ||||
Market capitalization | $ 50,000,000,000 | $ 50,000,000,000 | |||
Number of operational milestones focused on revenue | milestone | 8 | 8 | |||
Number of operational milestones focused on adjusted EBITDA | milestone | 8 | 8 | |||
Award vesting description | Each of the 12 vesting tranches of the 2018 CEO Performance Award will vest upon certification by the Board of Directors that both (i) the market capitalization milestone for such tranche, which begins at $100 billion for the first tranche and increases by increments of $50 billion thereafter, and (ii) any one of the following eight operational milestones focused on revenue or eight operational milestones focused on Adjusted EBITDA have been met for the previous four consecutive fiscal quarters. | ||||
Number of vesting tranches | Tranches | 0 | ||||
2018 CEO Performance Award [Member] | Performance Shares | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation | $ 6,700,000 | ||||
2018 CEO Performance Award [Member] | Performance Condition Probable of Being Achieved [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized compensation expense | $ 766,200,000 | $ 766,200,000 | |||
Weighted-average period of recognition of unrecognized compensation, in years | 3 years 8 months 12 days | ||||
2018 CEO Performance Award [Member] | Performance Condition Not Considered Probable Achievement [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized compensation expense | 1,510,000,000 | $ 1,510,000,000 | |||
2018 CEO Performance Award [Member] | First Tranche Milestone [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Market capitalization | 100,000,000,000 | 100,000,000,000 | |||
2018 CEO Performance Award [Member] | Performance Condition Probable of Being Achieved [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Performance milestones based on total revenue | 20,000,000,000 | ||||
Performance milestone based on adjusted EBITDA one | 1,500,000,000 | ||||
Performance milestone based on adjusted EBITDA two | 3,000,000,000 | ||||
2012 CEO Performance Award [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of stock options grant | shares | 5,274,901 | ||||
Number of vesting tranches CEO Performance Award consists | Tranches | 10 | ||||
Market capitalization | 4,000,000,000 | 4,000,000,000 | |||
Initial market capitalization | 3,200,000,000 | 3,200,000,000 | |||
Cash compensation received by CEO | 0 | ||||
2012 CEO Performance Award [Member] | Performance Shares | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation | 100,000 | $ 1,400,000 | |||
2012 CEO Performance Award [Member] | Performance Condition Not Considered Probable Achievement [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized compensation expense | $ 5,700,000 | $ 5,700,000 | |||
2010 Equity Incentive Plan [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Shares were reserved for issuance | shares | 11,407,099 | 11,407,099 | |||
Maximum [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Vesting period, in years | 4 years |
Equity Incentive Plans - Summar
Equity Incentive Plans - Summary of Operational Milestone Based on Revenue or Adjusted EBITDA (Detail) - 2018 CEO Performance Award [Member] $ in Billions | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Total revenue of operational milestone, one | $ 20 |
Total revenue of operational milestone, two | 35 |
Total revenue of operational milestone, three | 55 |
Total revenue of operational milestone, four | 75 |
Total revenue of operational milestone, five | 100 |
Total revenue of operational milestone, six | 125 |
Total revenue of operational milestone, seven | 150 |
Total revenue of operational milestone, eight | 175 |
Adjusted EBITDA of operational milestone, one | 1.5 |
Adjusted EBITDA of operational milestone, two | 3 |
Adjusted EBITDA of operational milestone, three | 4.5 |
Adjusted EBITDA of operational milestone, four | 6 |
Adjusted EBITDA of operational milestone, five | 8 |
Adjusted EBITDA of operational milestone, six | 10 |
Adjusted EBITDA of operational milestone, seven | 12 |
Adjusted EBITDA of operational milestone, eight | $ 14 |
Equity Incentive Plans - Summ67
Equity Incentive Plans - Summary of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 141,639 | $ 103,717 |
Cost of sales [Member] | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 18,085 | 10,031 |
Research and development [Member] | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 61,107 | 49,192 |
Selling, general and administrative [Member] | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 62,447 | $ 44,494 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 1 Months Ended | |
Oct. 05, 2016Plaintiff | Mar. 31, 2018USD ($) | |
Commitments And Contingencies [Line Items] | ||
Letters Of Credit Outstanding Amount | $ | $ 145 | |
Lawsuit in the Court of Chancery of the State of Delaware by purported stockholders of Tesla challenging SolarCity Acquisition [Member] | ||
Commitments And Contingencies [Line Items] | ||
Number of lawsuits filed | Plaintiff | 7 |
Variable Interest Entity Arra69
Variable Interest Entity Arrangements - Additional Information (Detail) | Mar. 31, 2018USD ($) |
Variable Interest Entities (“VIEs”) [Member] | |
Variable Interest Entity [Line Items] | |
Fund assets pledged as collateral | $ 0 |
Variable Interest Entity Arra70
Variable Interest Entity Arrangements - Carrying Values of Assets and Liabilities of Subsidiary in Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets | ||||
Cash and cash equivalents | $ 2,665,673 | $ 3,367,914 | $ 4,006,593 | $ 3,393,216 |
Accounts receivable, net | 652,848 | 515,381 | ||
Prepaid expenses and other current assets | 379,379 | 268,365 | ||
Total current assets | 6,383,920 | 6,570,520 | ||
Restricted cash, net of current portion | 433,841 | 441,722 | $ 330,223 | $ 268,165 |
Other assets | 415,478 | 273,123 | ||
Total assets | 27,271,429 | 28,655,372 | ||
Current liabilities | ||||
Accounts payable | 2,603,498 | 2,390,250 | ||
Deferred revenue | 536,465 | 1,015,253 | ||
Customer deposits | 984,823 | 853,919 | ||
Current portion of long-term debt and capital leases | 1,915,530 | 796,549 | ||
Total current liabilities | 8,650,359 | 7,674,670 | ||
Deferred revenue, net of current portion | 818,250 | 1,177,799 | ||
Long-term debt and capital leases, net of current portion | 8,761,070 | 9,415,700 | ||
Other long-term liabilities | 2,561,886 | 2,442,970 | ||
Operating Lease Vehicles [Member] | ||||
Current assets | ||||
Operating lease net | 2,315,124 | 4,116,604 | ||
Solar Energy Systems [Member] | ||||
Current assets | ||||
Operating lease net | 6,346,374 | 6,347,490 | ||
Variable Interest Entities (“VIEs”) [Member] | ||||
Current assets | ||||
Cash and cash equivalents | 53,530 | 55,425 | ||
Restricted cash | 37,248 | 33,656 | ||
Accounts receivable, net | 25,680 | 18,204 | ||
Prepaid expenses and other current assets | 10,278 | 9,018 | ||
Total current assets | 126,736 | 116,303 | ||
Restricted cash, net of current portion | 45,076 | 36,999 | ||
Other assets | 38,338 | 29,555 | ||
Total assets | 5,789,070 | 5,595,267 | ||
Current liabilities | ||||
Accounts payable | 32 | 32 | ||
Accrued liabilities and other | 81,816 | 51,652 | ||
Deferred revenue | 16,795 | 59,412 | ||
Customer deposits | 3,009 | 726 | ||
Current portion of long-term debt and capital leases | 468,158 | 196,531 | ||
Total current liabilities | 569,810 | 308,353 | ||
Deferred revenue, net of current portion | 226,601 | 323,919 | ||
Long-term debt and capital leases, net of current portion | 1,000,720 | 625,934 | ||
Other long-term liabilities | 29,310 | 30,536 | ||
Total liabilities | 1,826,441 | 1,288,742 | ||
Variable Interest Entities (“VIEs”) [Member] | Operating Lease Vehicles [Member] | ||||
Current assets | ||||
Operating lease net | 499,852 | 337,089 | ||
Variable Interest Entities (“VIEs”) [Member] | Solar Energy Systems [Member] | ||||
Current assets | ||||
Operating lease net | $ 5,079,068 | $ 5,075,321 |
Related Party Balances - Summar
Related Party Balances - Summary of Related Party Transactions (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Related Party Transactions [Abstract] | ||
Solar Bonds issued to related parties | $ 100 | $ 100 |
Convertible senior notes due to related parties | 3,000 | 3,000 |
Promissory notes due to related parties | 82,500 | 100,000 |
Due to related parties (primarily accrued interest, included in accrued and other current liabilities) | $ 708 | $ 2,509 |
Segment Reporting and Informa72
Segment Reporting and Information about Geographic Areas - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2018Segment | |
Segment Reporting [Abstract] | |
Number of operating segment | 2 |
Number of reportable segment | 2 |
Segment Reporting and Informa73
Segment Reporting and Information about Geographic Areas - Schedule of Total Revenues and Gross Margin by Reportable Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Revenues | $ 3,408,751 | $ 2,696,270 |
Gross profit | 456,526 | 667,946 |
Automotive [Member] | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Revenues | 2,998,729 | 2,482,326 |
Gross profit | 421,867 | 605,775 |
Energy Generation and Storage [Member] | ||
Segment Reporting Revenue Reconciling Item [Line Items] | ||
Revenues | 410,022 | 213,944 |
Gross profit | $ 34,659 | $ 62,171 |
Segment Reporting and Informa74
Segment Reporting and Information about Geographic Areas - Schedule of Revenues by Geographic Area (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | $ 3,408,751 | $ 2,696,270 |
United States [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | 1,844,447 | 1,275,208 |
China [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | 508,703 | 503,933 |
Norway [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | 162,319 | 135,402 |
Other [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | $ 893,282 | $ 781,727 |
Segment Reporting and Informa75
Segment Reporting and Information about Geographic Areas - Schedule of Long-Lived Assets by Geographic Area (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived Assets | $ 16,865,600 | $ 16,375,012 |
United States [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived Assets | 16,060,520 | 15,587,979 |
International [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived Assets | $ 805,080 | $ 787,033 |