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Rivian's founder and CEO RJ Scaringe speaking with CNBC
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Rivian Lifts Share Sale to 86.25 Million as Underwriters Take Full Option

Rivian will raise about $1.32 billion from the share sale that knocked nearly a fifth off its stock this week.

The net proceeds were more than first indicated after underwriters exercised their option to buy additional shares in full.

Thursday’s filing with the US Securities and Exchange Commission revealed the final size of an offering that had been reported at roughly $1.2 billion at the time of pricing.

Goldman Sachs and its fellow underwriters took up the entire 11.25 million-share overallotment option on Wednesday, lifting the total sold to 86.25 million shares of Class A common stock at $15.50 apiece.

The company said on Thursday that the raise generated gross proceeds of about $1.34 billion, from which Rivian expects roughly $1.32 billion after underwriting discounts, commissions and expenses, implying costs of about 1.3% of the deal.

The enlarged sale represents roughly 6.8% of the shares Rivian had outstanding before the offering, taking the count to about 1.36 billion.

The Terms

Rivian signed the underwriting agreement on Tuesday (July 7) with Goldman Sachs acting as representative of the underwriters, a day after announcing the sale of 75 million shares after the market closed.

The offering was made off a shelf registration statement the company filed on April 30, the same day it received $1 billion from Volkswagen, giving it standing to sell stock at short notice.

The underwriters held a 30-day window to buy the additional shares and used it within a day, on Wednesday.

The option, a standard overallotment equal to 15% of the base deal, had been disclosed when the sale was announced, so the enlarged total reflects underwriters taking the maximum available rather than any new issuance beyond what Rivianhad already flagged.

Underwriters typically exercise such an option when the shares hold at or above the offering price, and buy stock in the market to cover their position when they do not.

Where the Money Goes

Rivian said the net proceeds are for “general corporate purposes,” and named one specifically: funding equity contributions it owes under its amended loan arrangement with the US Department of Energy.

Under that agreement the department arranges a multi-draw term loan facility, provided by the Federal Financing Bank, to a Rivian subsidiary that acts as borrower.

The loan is the $4.5 billion package financing the company’s second plant, at Stanton Springs in Georgia, and it obliges Rivian to put in equity of its own alongside the federal money.

Rivian renegotiated the facility in April, cutting it from $6.57 billion and narrowing it to a single production phase of up to 300,000 vehicles a year, after the Trump administration pulled back federal support for electric vehicles.

The company expects to make its first draw in early 2027, with the Georgia plant due to begin customer production in late 2028.

Rivian‘s raise adds to a stack of outside capital, including the $1 billion from Volkswagen, now its largest shareholder, and up to $1.25 billion committed by Uber against a future fleet of 50,000 robotaxis.

The Market’s Verdict

Rivian shares had traded as high as $20.25 on Monday before the announcement, then fell 18.1% on Tuesday to close at $16.49, the stock’s worst rout in nearly two years.

Wednesday brought a violent reversal.

The stock opened at $15.67 and touched $15.43 during the session, briefly trading below the $15.50 price at which the new shares were being sold, before rebounding almost 8.0% off that low to close at $16.66, a gain of 1.0% on the day.

Volume told the story of the turn, with 110.9 million shares changing hands, more than three times the 32.9 million average of the past 65 sessions.

Shares were trading at $16.74 in Thursday’s pre-market session as of publication time, about 8.0% above the offering price and roughly 17.4% below Monday’s high.

At Wednesday’s close the company was valued at about $22.7 billion, against a 52-week range of $11.57 to $22.69.

The week’s damage is real but bounded: Rivian is down 10.6% over five days and 15.5% for the year, yet still up 7.2% over the past month, 9.3% over three months and 25.1% over twelve.

Even after this week’s fall, Rivian trades far below the level it reached after its November 2021 listing, the largest US market debut of that year, when the shares peaked at $179.47 and the company was briefly worth more than General Motors or Ford.

The Burn Behind the Raise

The sale accompanied preliminary second-quarter figures that, taken alone, were strong.

Rivian projected revenue of $1.55 billion to $1.65 billion, above the roughly $1.45 billion analysts expected and up from $1.30 billion a year earlier, and said cash and short-term investments had climbed to about $5.3 billion.

Rivian has been consuming roughly $1 billion a quarter, and its cash and short-term investments fell from $7.7 billion at the end of 2024 to $4.83 billion at the end of the first quarter of 2026.

The company has never reported a profitable year, and its loss per share over the past twelve months stands at $2.92.

What the Street Says

Jefferies raised its price target to $17 from $16 while keeping a Hold rating, writing that cash burn will “remain significant” through 2027 and 2028 on the production ramp and capacity build, while arguing the raise materially improves the funding profile.

JPMorgan lifted its target to $15 but held an Underweight rating, Baird reaffirmed Outperform at $23, and HSBC’s Neil Churchill described the company as “loss making and cash burning,” questioning whether the Volkswagen and Uber investments would prove enough.

Rivian delivered 12,194 vehicles in the second quarter, beating its guidance, and raised its full-year outlook to 65,000 to 70,000 vehicles.

The company has guided to 20,000 to 25,000 R2 deliveries this year, with the bulk of them after June, and with 22,559 vehicles delivered in the first half it must roughly double that pace to reach the low end of its raised range.

Cláudio Afonso founded CARBA in early 2021 and launched the news blog EV later that year.