FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS

FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS

The accounting standard for fair value measurements provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. Fair value is defined as the price that would be received for an asset or the “exit price” that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between independent market participants on the measurement date. The Company measures certain financial assets and liabilities at fair value at each reporting period using a fair value hierarchy, which requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. This hierarchy prioritizes the inputs into three broad levels as follows:

•Level 1—Quoted prices (unadjusted) in active markets for identical assets or liabilities.

•Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

•Level 3—Inputs that are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. Factors used to develop the estimated fair value are unobservable inputs that are not supported by market activity. The sensitivity of the fair value measurement to changes in unobservable inputs may result in a significantly higher or lower measurement.

Cash, cash equivalents and investments are reported at their respective fair values on the Company’s condensed consolidated balance sheets. The Company’s short-term and long-term investments are classified as available-for-sale securities. Carrying amounts of accounts receivables, accounts payable, and other current liabilities approximate their estimated fair values.

The following table sets forth the Company’s financial assets subject to fair value measurements on a recurring basis by level within the fair value hierarchy as of September 30, 2024 and December 31, 2023 (in thousands):

	September 30, 2024
									Reported As:
	Amortized cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value		Cash and cash equivalents		Short-Term Investments		Long-Term Investments
Cash	$	755,638	$	—	$	—	$	755,638	$	755,638	$	—	$	—
Level 1:
Money market funds	743,253		—		—		743,253		743,253		—		—
U.S. Treasury securities	1,794,352		6,453		(91)		1,800,714		300,286		1,064,049		436,379
Subtotal	2,537,605		6,453		(91)		2,543,967		1,043,539		1,064,049		436,379
Level 2:
Certificates of deposit	3,000		2		—		3,002		3,002		—		—
Time deposits(1)	305,000		—		—		305,000		60,000		245,000		—
Commercial paper	72,321		48		(1)		72,368		24,299		48,069		—
Corporate debt securities	345,110		2,370		(13)		347,467		7,160		221,165		119,142
Subtotal	725,431		2,420		(14)		727,837		94,461		514,234		119,142
Total	$	4,018,674	$	8,873	$	(105)	$	4,027,442	$	1,893,638	$	1,578,283	$	555,521

(1) Included $15.0 million of time deposit with GIB in short-term investments. GIB is a related party of PIF, which is an affiliate of Ayar. See Note 16 “Related Party Transactions” for more information.

	December 31, 2023
									Reported As:
	Amortized cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value		Cash and cash equivalents		Short-Term Investments		Long-Term Investments
Cash	$	516,673	$	—	$	—	$	516,673	$	516,673	$	—	$	—
Level 1:
Money market funds	698,702		—		—		698,702		698,702		—		—
U.S. Treasury securities	2,033,711		2,480		(2,073)		2,034,118		104,572		1,638,537		291,009
Subtotal	2,732,413		2,480		(2,073)		2,732,820		803,274		1,638,537		291,009
Level 2:
Certificates of deposit	105,993		97		(22)		106,068		—		106,068		—
Time Deposits	50,000		—		—		50,000		50,000		—		—
Commercial paper	299,248		191		(8)		299,431		—		299,431		—
Corporate debt securities	615,350		1,101		(669)		615,782		—		445,762		170,020
Subtotal	1,070,591		1,389		(699)		1,071,281		50,000		851,261		170,020
Total	$	4,319,677	$	3,869	$	(2,772)	$	4,320,774	$	1,369,947	$	2,489,798	$	461,029

During the three and nine months ended September 30, 2024 and 2023, there were immaterial gross realized gains or losses on the sale of available-for-sale securities. Accrued interest receivable excluded from both the fair value and amortized cost basis of the available-for-sale securities was $11.4 million and $11.1 million as of September 30, 2024 and December 31, 2023, respectively, and was recorded in other current assets on its condensed consolidated balance sheets. As of September 30, 2024 and December 31, 2023, no allowance for credit losses was recorded related to an impairment of available-for-sale securities.

The following table summarizes our available-for-sale securities by contractual maturity:

	September 30, 2024
	Amortized cost		Estimated Fair Value
Within one year	$	1,575,513	$	1,578,283
After one year through three years	549,608		555,521
Total	$	2,125,121	$	2,133,804

On November 6, 2023, the Company received 28,352,273 ordinary shares of Aston Martin with an initial fair value of $73.2 million. The Company remeasured the shares and recorded fair values of $45.7 million and $81.5 million within investments in equity securities of a related party in the condensed consolidated balance sheets as of September 30, 2024 and December 31, 2023, respectively. These equity securities are publicly traded stocks (where shares are denominated in GBP) measured at fair value on a recurring basis and classified within level 1 in the fair value hierarchy. During the three and nine months ended September 30, 2024, the Company recognized unrealized losses of $8.8 million and $38.2 million, respectively, in change of fair value of equity securities of a related party in the condensed consolidated statement of operations and comprehensive loss. During the three and nine months ended September 30, 2024, the Company also recognized an unrealized foreign currency gains of $3.0 million and $2.4 million, respectively, related to these equity securities in other expense, net in the condensed consolidated statement of operations and comprehensive loss. See Note 16 “Related Party Transactions” for more information.

Level 3 liabilities consist of the common stock warrant liability and the derivative liabilities associated with the Redeemable Convertible Preferred Stock, of which the fair values were measured upon issuance of the Private Placement Warrants and the Redeemable Convertible Preferred Stock and are remeasured at each reporting period. The valuation methodology and underlying assumptions are discussed further in Note 7 “Common Stock Warrant Liability” and Note 8 “Redeemable Convertible Preferred Stock”, respectively. Level 3 liabilities also consist of residual value guarantee liabilities, of which the fair value is measured initially upon delivery of vehicles and assessed subsequently for any changes on a quarterly basis. Significant changes in the unobservable inputs used in determining the fair value would result in significant changes to the fair value measurement.

The following table presents reconciliation of the common stock warrant liability measured and recorded at fair value on a recurring basis (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Fair value-beginning of period	$	19,071	$	139,259	$	53,664	$	140,590
Change in fair value	13,748		(60,316)		(20,845)		(61,647)
Fair value-end of period	$	32,819	$	78,943	$	32,819	$	78,943

The following table presents reconciliation of the derivative liabilities associated with the Redeemable Convertible Preferred Stock measured and recorded at fair value on a recurring basis (in thousands):

	Three Months Ended September 30, 2024				Nine Months Ended September 30, 2024
	Series A Derivative Liability		Series B Derivative Liability		Series A Derivative Liability		Series B Derivative Liability
Fair value-beginning of period	$	394,100	$	—	$	—	$	—
Issuance	—		297,675		497,100		297,675
Change in fair value	191,200		49,050		88,200		49,050
Fair value-end of period	$	585,300	$	346,725	$	585,300	$	346,725