RELATED PARTY TRANSACTIONS

9 Months Ended

Sep. 30, 2022

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

2021 Convertible Notes

In July 2021, the Company issued the 2021 Convertible Notes to principal stockholders of the Company at that time, including: Amazon.com, Inc. and its affiliates (collectively “Amazon”) with $490 million principal amount, Ford Motor Company (“Ford”) with $415 million principal amount, and certain funds and accounts advised by T. Rowe Price Associates, Inc. (“T. Rowe Price”) with an aggregate $400 million principal amount. Upon the Company’s IPO, the 2021 Convertible Notes converted into 38 million shares of Class A common stock at a conversion price equal to $66.30 per share (see Note 4 "Debt" for more information about the 2021 Convertible Notes).

2026 Notes

The 2026 Notes were issued to certain new and principal stockholders, including T. Rowe Price with an aggregate $285 million principal amount (see Note 4 "Debt" for more information about the 2026 Notes).

Revenues

The Company has an agreement with Amazon to purchase EDVs and/or certain component parts and related services for use in Amazon’s last mile delivery operations. The Company is producing EDVs to fulfill Amazon’s initial order of 100,000 EDVs, subject to modification, as described under Part III, Item 13 "Certain Relationships and Related Transactions, and Director Independence" in the Form 10-K. The Company recorded $133 million in revenues from Amazon for the nine months ended September 30, 2022, within “Revenues” in the Condensed Consolidated Statements of Operations, primarily related to the sale of EDVs. As of September 30, 2022, the uncollected amounts related to these revenues in “Accounts receivable, net” in the Condensed Consolidated Balance Sheets were $68 million.

Operating Expenses

The Company obtains prototyping, engineering, and other research and development (“R&D”) services from a wholly-owned subsidiary of Ford. Until May 2022, Ford was a principal stockholder and related party of the Company as a beneficial owner of more than 10 percent of the Company’s voting interests. During the five months ended May 31, 2022, the expense for services from Ford that the Company recognized in “Research and development”in the Condensed Consolidated Statement of Operations was not material. As of June 30, 2022, Ford is no longer a related party.

The Company obtains data services, including hosting, storage, and compute from Amazon. The Company recognized expenses related to these services of $1 million and $9 million during the three months ended September 30, 2021 and 2022, respectively, and $12 million and $43 million during the nine months ended September 30, 2021 and 2022, respectively, in “Research and development” and “Selling, general, and administrative,” in the Condensed Consolidated Statements of Operations. As of December 31, 2021 and September 30, 2022, the unpaid amounts related to these services were not material.