VARIABLE INTEREST ENTITIES |
12 Months Ended |
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Dec. 31, 2025 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| VARIABLE INTEREST ENTITIES | VARIABLE INTEREST ENTITIES Rivian and Volkswagen Group Technologies, LLC In November 2024, the Company established a joint venture, Rivian and Volkswagen Group Technologies, LLC, with Volkswagen Group. The Joint Venture was established as an electrical architecture technology company with a focus on software, electronic control units and related network architecture design and development. The Company and Volkswagen Group each contributed working capital, certain assets, and personnel to the Joint Venture in exchange for 50% each of the equity interests in the Joint Venture. The ”Noncontrolling interest” in the Joint Venture recorded in the Statement of Changes in Stockholders’ Equity was based on the carrying value of the net assets of the Joint Venture immediately before the $92 million in net assets were contributed by Volkswagen Group. The Joint Venture’s operations are funded through development fees to be paid by the Company and Volkswagen Group. Fees payable for development services that benefit the general technology stack usable by both the Company and Volkswagen Group are paid 75% by VW and 25% by the Company, through 2028. Starting from 2029, the parties will bear such fees equally, with Volkswagen Group paying $100 million per year in excess of its equal share in contemplation of its comparatively larger vehicle portfolio. Development fees for the benefit of one specific party will be borne entirely by such party. The Joint Venture is a separate legal entity with its own management and board of directors. The Joint Venture’s board of directors consists of four directors, with the Company and Volkswagen Group each appointing two directors. The Joint Venture is managed day-to-day by two Co-CEOs, with each of the Company and Volkswagen Group appointing one Co-CEO. The Joint Venture may be terminated by the mutual agreement of both parties. Either party will become entitled to purchase all Joint Venture equity held by the party upon the occurrence of certain events, such as material breaches after a party’s change of control or events indicating impending insolvency of a party. The Joint Venture is a Variable Interest Entity (“VIE”), and the Company’s equity interest in the Joint Venture is a variable interest requiring consolidation, because the Company has determined that it is the primary beneficiary of the Joint Venture. The Company is the primary beneficiary of the Joint Venture as a result of several factors, including that the Co-CEO appointed by the Company is the Chief Software Officer of the Company, as well as the Chief Technology Officer of the Joint Venture. In this role, the Co-CEO appointed by the Company directs the overall technical strategy of the Joint Venture, as well as its execution, which are key activities of the Joint Venture. Additionally, a portion of the Joint Venture’s workforce performs services exclusively for the Company. The 50% equity interests held by Volkswagen Group and its corresponding portion of net income are reflected in stockholders’ equity on the Consolidated Balance Sheets as “Noncontrolling interest” and in the Consolidated Statements of Operations as “Net income attributable to noncontrolling interest”. As of December 31, 2024, the consolidated assets of the Joint Venture were approximately $250 million and primarily comprised of cash. As of December 31, 2025, the consolidated assets of the Joint Venture were approximately $800 million and primarily comprised of cash, accounts receivable, and equity securities held in trust (see Note 2 "Joint Venture Deferred Compensation Program" and Note 4 “Revenues” for more information). As of December 31, 2024 and 2025, the consolidated liabilities of the Joint Venture were approximately $155 million and $570 million, respectively, primarily comprised of the current portion of deferred revenue. Mind Robotics, Inc. and Mind Robotics, LLC In November 2025, Mind Robotics, Inc. and Mind Robotics, LLC (together, “Mind Robotics”) were established to focus on advancement of industrial AI and robotics and issued Series Seed preferred shares to third parties (primarily Eclipse Ventures) in exchange for approximately $112 million, as well as to Rivian in exchange for cash and a license to intellectual property developed for use in industrial automation with a combined fair value of approximately $128 million. The resulting equity interest held by the Company is 53.5%. The Noncontrolling interest in Mind Robotics recorded in the Statement of Changes in Stockholders’ Equity was based on the carrying value of the net assets of Mind Robotics immediately before the $112 million in net assets were contributed by third parties. Mind Robotics is a separate legal entity with its own board of directors, comprised of four seats. Eclipse Ventures and the Company each have one appointed director, and the Company will retain its right to appoint such director until its ownership share decreases below a defined threshold. Separately, the Company’s CEO, RJ Scaringe, has been appointed to Mind Robotics’s board of directors, with Common Unit holders and RJ Scaringe, subject to certain requirements, retaining the right to appoint and remove such director. Mind Robotics is a VIE primarily because the Company currently has disproportionately few voting rights, the Mind Robotics board of directors currently controls the activities that most significantly impact its economic performance, and given Mind Robotics’s very limited operations to date, substantially all of its activities currently involve the Company. The Company has determined it is currently the primary beneficiary of Mind Robotics as it currently has the power to direct the activities that most significantly impact its economic performance. Accordingly, the Company’s equity interest in Mind Robotics is a variable interest requiring consolidation as of December 31, 2025. The remaining 46.5% equity interest held by outside investors and its corresponding portion of net income or loss are reflected in stockholders’ equity on the Consolidated Balance Sheets as “Noncontrolling interest” and in the Consolidated Statements of Operations as “Net income attributable to noncontrolling interest”. As of December 31, 2025, the consolidated assets of Mind Robotics were approximately $115 million, comprised of cash and cash equivalents, and consolidated liabilities were not material.
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