SEC Comment Letter 0000000000-23-004053 to Rivian Automotive, Inc. / DE (RIVN)
Rivian Automotive, Inc. / DE
Date: April 24, 2023 · CIK: 0001874178 · Accession: 0000000000-23-004053
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File numbers found in text: 001-41042
Letter
United States securities and exchange commission logo April 23, 2023 Claire McDonough Chief Financial Officer Rivian Automotive, Inc. 14600 Myford Road Irvine, California 92606 Re:Rivian Automotive, Inc. Form 10-K For the Fiscal Year Ended December 31, 2022 Filed February 28, 2023 File No. 001-41042 Dear Claire McDonough: We have limited our review of your filing to the financial statements and related disclosures and have the following comments. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 10-K For the Fiscal Year Ended December 31, 2022 Notes to Consolidated Financial Statements Revenues, page 73 1.We note from your disclosure on page 17 that, under the EDV Agreement, you and Amazon have agreed to collaborate to design, develop, manufacture, and supply EDVs and/or certain component parts and related services for use in Amazon’s last mile delivery operations. Please tell us how you determined that the EDV sales to Amazon should be recognized at a point in time, rather than over time. Refer to the guidance in ASC 606-10- 25-27. 2.We also note from your disclosure on page 17 that you will be reimbursed for certain development costs, pursuant to the EDV Agreement. Please tell us your accounting treatment for these reimbursements and your consideration for disclosing this information.
FirstName LastNameClaire McDonough Comapany NameRivian Automotive, Inc. April 23, 2023 Page 2 FirstName LastName Claire McDonough Rivian Automotive, Inc. April 23, 2023 Page 2 In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Eiko Yaoita Pyles, Staff Accountant, at 202-551-3587 or Melissa Gilmore, Senior Staff Accountant, at 202-551-3777 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing
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United States securities and exchange commission logo
April 23, 2023
Claire McDonough
Chief Financial Officer
Rivian Automotive, Inc.
14600 Myford Road
Irvine, California 92606
Re:Rivian Automotive, Inc.
Form 10-K For the Fiscal Year Ended December 31, 2022
Filed February 28, 2023
File No. 001-41042
Dear Claire McDonough:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 10-K For the Fiscal Year Ended December 31, 2022
Notes to Consolidated Financial Statements
Revenues, page 73
1.We note from your disclosure on page 17 that, under the EDV Agreement, you and
Amazon have agreed to collaborate to design, develop, manufacture, and supply EDVs
and/or certain component parts and related services for use in Amazon’s last mile delivery
operations. Please tell us how you determined that the EDV sales to Amazon should be
recognized at a point in time, rather than over time. Refer to the guidance in ASC 606-10-
25-27.
2.We also note from your disclosure on page 17 that you will be reimbursed for certain
development costs, pursuant to the EDV Agreement. Please tell us your accounting
treatment for these reimbursements and your consideration for disclosing this information.
FirstName LastNameClaire McDonough
Comapany NameRivian Automotive, Inc.
April 23, 2023 Page 2
FirstName LastName
Claire McDonough
Rivian Automotive, Inc.
April 23, 2023
Page 2
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
You may contact Eiko Yaoita Pyles, Staff Accountant, at 202-551-3587 or Melissa
Gilmore, Senior Staff Accountant, at 202-551-3777 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing