Rivian Automotive Inc.
05/03/2024 | Press release | Distributed by Public on 05/03/2024 06:32
Material Agreement - Form 8-K
Item 1.01 - Entry into a Material Definitive Agreement.
On May 2, 2024, Rivian Automotive, LLC, and Rivian, LLC, subsidiaries of Rivian Automotive, Inc. (collectively, the "Company"), and the State of Illinois (the "State") acting by and through the Department of Commerce and Economic Opportunity (the "DCEO") entered into a REV Tax Credit Agreement (the "Agreement"), effective as of April 29, 2024 (the "Effective Date").
Pursuant to the Agreement, the Company agreed to renovate and expand its existing manufacturing operations at 100 North Rivian Motorway, Normal, Illinois, 61761 (the "Project"), make capital expenditures of at least $1,515,428,945 within 60 months from the date the Agreement is executed (the "Investment Commitment"), and by December 31, 2029, create a minimum of 559 full-time new-jobs above the existing statewide Illinois employment baseline of 8,587 at the Project (the "New Jobs Commitment") with such jobs paying annual wages equal to or greater than 120% of the average wage paid to full-time employees in a similar position within an occupation group in the county where the Project is located. The Company also agreed to retain a minimum of 6,000 existing full-time jobs in Illinois (the "Retained Jobs Commitment"). The Investment Commitment together with the New Jobs Commitment and the Retained Jobs Commitment are collectively the "Company Commitments". Once the Project has been placed in service, if the Company fails to maintain the New Job Commitment and the Retained Jobs Commitment, then it shall lose the ability to claim tax credits under the Agreement until such time that it satisfies the New Jobs Commitment and the Retained Job Commitment. The Company also agreed to maintain operations at the Project for a minimum of 15 years from the date that the expansion is placed into service, and the failure to do so would obligate the Company to repay all credits realized under the Agreement
As consideration for and as a condition to the Company Commitments, the Company is eligible for an incentives package valued at up to $827 million, including tax credits and exemptions, and grants to offset eligible costs of the Project. Tax credits will be eligible for issuance for an initial period of 15 years, with an opportunity for an additional fifteen-year extension.
The Agreement may be terminated (i) upon expiration of the credit identified in section II.D of the Agreement, (ii) by an event of default by the Company pursuant to Section VII of the Agreement, should the DCEO determine to permanently revoke the Company's credit, (iii) by the mutual written consent of the Company and DCEO, (iv) by the Company upon its election to terminate the Project and the Agreement, or (v) by contractual operation if the company has not met the Investment Commitment, the New Jobs Commitment or the Retained Jobs Commitment at any time during the ten-year period beginning on the Effective Date.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the text of the Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference