Aurora Innovation Inc
For the period ended Mar 31, 2025. Filed May 8, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 8, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-10-31.
0001828108-24-000140
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-08.
0001828108-25-000087
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 46 previous paragraphs and 37 current paragraphs.
20 unchanged; 11 reworded; 6 added; 14 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 3 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (6)
Current report
At-The-Market Offering
Current report
On February 14, 2025, we entered into a sales agreement with Cantor Fitzgerald & Co., TD Securities (USA) LLC and Allen & Company LLC, as sales agents (the “Sales Agents”), pursuant to which we may, from time to time, sell up to an aggregate amount of $500.0 million of our Class A common stock through the Sales Agents under the ATM Program.
Current report
During the three months ended March 31, 2025, we offered and sold 10 million shares of Class A common stock under the ATM Program for net proceeds of $68 million, after deducting sales agent commissions and other transaction costs of $2 million.
Current report
Research and development increased by $16 million, or 10%, to $182 million in the three months ended March 31, 2025 from $166 million in the three months ended March 31, 2024, primarily driven by an increase in personnel costs and hardware development costs. Research and development expenses included non-cash stock-based compensation of $29 million and $31 million in the three months ended March 31, 2025 and 2024, respectively.
Current report
Net cash provided by investing activities was $19 million for the three months ended March 31, 2025, a decrease of $82 million from $101 million for the three months ended March 31, 2024 primarily due to increased purchases of investments partially offset by increased maturities of investments.
Current report
Net cash provided by financing activities was $82 million for the three months ended March 31, 2025, an increase of $80 million from $2 million for the three months ended March 31, 2024, primarily due to proceeds from the ATM program as well as increased proceeds from the exercise of stock options.
Removed paragraphs (14)
Previous report
Corporate History and Background
Previous report
On November 3, 2021 (the “Closing Date”), Aurora Innovation, Inc. (f/k/a Reinvent Technology Partners Y and referred to herein as the “Company”), consummated a business combination with Aurora Innovation Holdings, Inc., a Delaware corporation (f/k/a Aurora Innovation, Inc. and referred to herein as “Legacy Aurora”), and RTPY Merger Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (“Merger Sub”), pursuant to an Agreement and Plan of Merger dated July 14, 2021 (the “Merger Agreement” and the transactions contemplated thereby, the “Merger”), by and among the Company, Legacy Aurora and Merger Sub. Pursuant to the terms of the Merger Agreement, a business combination between the Company and Legacy Aurora was effected through the merger of Merger Sub with and into Legacy Aurora, with Legacy Aurora continuing as the surviving company and as a wholly-owned subsidiary of the Company. On the Closing Date, the Company changed its name from Reinvent Technology Partners Y to Aurora Innovation, Inc.
Previous report
Public Offering
Previous report
On August 2, 2024, the Company completed a public offering (the “2024 Public Offering”) of approximately 134 million shares of Class A common stock at a price of $3.60 per share, for proceeds of $466 million, net of transaction costs, including the full exercise of the underwriters’ over-allotment option.
Previous report
Research and development decreased by $13 million, or 7%, to $169 million in the three months ended September 30, 2024 from $182 million in the three months ended September 30, 2023, primarily driven by a decrease in non-cash stock-based compensation, hardware costs for development fleets, and personnel costs. Research and development expenses included non-cash stock-based compensation of $30 million and $36 million in the three months ended September 30, 2024 and 2023, respectively.
Previous report
Comparison of the Nine Months Ended September 30, 2024 to the Nine Months Ended September 30, 2023
Previous report
(1)Not meaningful.
Previous report
Operating expenses
Previous report
Research and development expenses decreased by $41 million, or 8%, to $505 million in the nine months ended September 30, 2024 from $546 million in the nine months ended September 30, 2023, primarily driven by decreases in hardware costs for development fleets, non-cash stock-based compensation, and personnel costs. Research and development expenses included non-cash stock-based compensation of $93 million and $107 million in the nine months ended September 30, 2024 and 2023, respectively.
Previous report
Selling, general and administrative expenses decreased by $9 million, or 10%, to $82 million in the nine months ended September 30, 2024 from $91 million in the nine months ended September 30, 2023 primarily driven by decreases in personnel costs and other general and administrative costs. Selling, general and administrative expenses included non-cash stock-based compensation of $16 million in the nine months ended September 30, 2024 and 2023.
Previous report
Other income (expense)
Previous report
Other income, net increased by $7 million, or 18%, to $47 million in the nine months ended September 30, 2024, from $40 million in the nine months ended September 30, 2023, primarily due to an increase in interest income earned on cash equivalents and investments.
Previous report
Net cash used in investing activities was $245 million for the nine months ended September 30, 2024 compared to net cash provided by investing activities of $332 million for the nine months ended September 30, 2023. The change was primarily due to increased purchases and fewer maturities of short-term investments, as well as increased purchases of property and equipment for commercial fleet builds.
Previous report
Net cash provided by financing activities was $475 million for the nine months ended September 30, 2024, a decrease of $352 million from $827 million for the nine months ended September 30, 2023, primarily due to lower net proceeds received from the 2024 Public Offering compared to the 2023 Public Offering and Private Placement.
Reworded paragraphs (11)
Previous wording
We expect that the Aurora Driver will ultimately be commercialized in a Driver as a Service (“DaaS”) business model, in which customers or third parties will purchase, manage, and maintain fleets directly, while subscribing to the Aurora Driver and a suite of related services. We do not intend to own nor operate a large number of vehicles ourselves. Throughout commercialization, we expect to earn revenue on a fee per mile basis. We intend to partner with OEMs, Tier 1 automotive suppliers, fleet operators, and other third parties to commercialize and support Aurora Driver-powered vehicles. We expect that these strategic partners will support activities such as vehicle and hardware manufacturing, financing and leasing, service and maintenance, parts replacement, facility ownership and operation, and other commercial and operational services as needed. We expect this DaaS model to enable an asset-light and high margin revenue stream for Aurora, while allowing us to scale more rapidly through partnerships. During the start of commercialization, though, we expect to briefly operate our own logistics and mobility services, where we own or lease and operate a small fleet of vehicles equipped with our Aurora Driver. This level of control is useful during early commercialization as we define operational processes and playbooks for our partners.
Current wording
We expect that the Aurora Driver will ultimately be commercialized in a Driver as a Service (“DaaS”) business model, in which customers or third parties will purchase, manage, and maintain fleets directly, while subscribing to the Aurora Driver and a suite of related services. We do not intend to own nor operate a large number of vehicles ourselves. Throughout commercialization, we expect to earn revenue on a fee per mile basis. We intend to partner with OEMs, Tier 1 automotive suppliers, fleet operators, and other third parties to commercialize and support Aurora Driver-powered vehicles. We expect that these strategic partners will support activities such as vehicle and hardware manufacturing, financing and leasing, service and maintenance, parts replacement, facility ownership and operation, and other commercial and operational services as needed. We expect this DaaS model to enable an asset-light and high margin revenue stream for Aurora, while allowing us to scale more rapidly through partnerships. During the start of commercialization, though, we are briefly operating our own logistics and mobility services, where we own or lease and operate a small fleet of vehicles equipped with our Aurora Driver. This level of control is useful during early commercialization as we define operational processes and playbooks for our partners.
Previous wording
We plan to first launch Aurora Driver for Freight (formerly Aurora Horizon), our driverless trucking subscription service, as we believe that is where we can make the largest impact the fastest, given the massive industry demand, attractive unit economics, and the ability to deploy on high volume highway-focused routes. Future success will be dependent on our ability to execute against our product roadmap to launch Aurora Driver for Freight. From there, we plan to leverage the extensibility of the Aurora Driver to deploy and scale into the passenger mobility market with Aurora Driver for Rides (formerly Aurora Connect), our driverless ride hailing subscription service, and in the longer-term the local goods delivery market.
Current wording
We launched Aurora Driver for Freight, our driverless trucking subscription service first, as we believe that is where we can make the largest impact the fastest, given the massive industry demand, attractive unit economics, and the ability to deploy on high volume highway-focused routes. We plan to leverage the extensibility of the Aurora Driver to deploy and scale into the passenger mobility market with Aurora Driver for Rides, our driverless ride hailing subscription service, and in the longer-term the local goods delivery market.
Previous wording
Selling, general and administrative decreased by $3 million, or 10%, to $27 million in the three months ended September 30, 2024 from $30 million in the three months ended September 30, 2023, primarily driven by decreases in personnel costs and other general and administrative costs. Selling, general and administrative included non-cash stock-based compensation of $5 million in the three months ended September 30, 2024 and 2023.
Current wording
Selling, general and administrative increased by $2 million, or 7%, to $29 million in the three months ended March 31, 2025 from $27 million in the three months ended March 31, 2024, primarily driven by an increase in personnel costs. Selling, general and administrative included non-cash stock-based compensation of $5 million in the three months ended March 31, 2025 and 2024.
Previous wording
The change in fair value of derivative liabilities was expense of $28 million and income of $5 million in the three months ended September 30, 2024 and 2023, respectively, primarily due to the change in the market price for the underlying instrument during each period.
Current wording
The change in fair value of derivative liabilities was expense of $9 million and income of $12 million in the three months ended March 31, 2025 and 2024, respectively, primarily due to the change in the market price for the underlying instrument during each period.
Previous wording
Other income, net decreased by $1 million, or 6%, to $16 million in the three months ended September 30, 2024, from $17 million in the three months ended September 30, 2023, primarily due to a decrease in interest income earned on cash equivalents and investments.
Current wording
Other income, net decreased by $4 million, or 25%, to $12 million in the three months ended March 31, 2025, from $16 million in the three months ended March 31, 2024, primarily due to a decrease in interest income earned on cash equivalents and investments.
Previous wording
As of September 30, 2024, our principal sources of liquidity were $263 million of cash and cash equivalents, $985 million of short-term investments, and $104 million of long-term investments with maturities within 2 years, exclusive of restricted cash of $16 million. Short-term and long-term investments consist of primarily U.S. Treasury securities as well as corporate bonds and commercial paper.
Current wording
As of March 31, 2025, our principal sources of liquidity were $170 million of cash and cash equivalents and $989 million of short-term investments, exclusive of restricted cash of $16 million. Investments consist of primarily U.S. Treasury securities as well as corporate bonds and commercial paper.
Previous wording
We have incurred negative cash flows from operating activities and significant losses from operations in the past. We expect to continue to incur operating losses and that we will need to opportunistically raise additional capital to support the continued development and commercialization of the Aurora Driver. During the third quarter of 2024, we raised $483 million in equity capital from the 2024 Public Offering, receiving net proceeds of $466 million after transaction costs. During the third quarter of 2023, we raised $853 million in equity capital from a public offering and concurrent private placement, receiving net proceeds of $828 million after transaction costs. We expect our total liquidity will be sufficient to meet our working capital and capital expenditure requirements for a period of at least twelve months from the date of this Quarterly Report. Management will continue to evaluate the timing and nature of discretionary operating expenses, as necessary.
Current wording
We have incurred negative cash flows from operating activities and significant losses from operations in the past. We expect to continue to incur operating losses and that we will need to opportunistically raise additional capital to support the continued development and commercialization of the Aurora Driver. During the three months ended March 31, 2025, we raised $70 million in equity capital through the ATM Program, receiving net proceeds of $68 million after transaction costs. We expect our total liquidity will be sufficient to meet our working capital and capital expenditure requirements for a period of at least twelve months from the date of this Quarterly Report. Management will continue to evaluate the timing and nature of discretionary operating expenses, as necessary.
Previous wording
Net cash used in operating activities was $469 million for the nine months ended September 30, 2024, an increase of $4 million from $465 million for the nine months ended September 30, 2023 primarily due to advanced payments for hardware materials for fleet builds partially offset by decreases in other operating expenditures.
Current wording
Net cash used in operating activities was $142 million for the three months ended March 31, 2025, a decrease of $8 million from $150 million for the three months ended March 31, 2024 primarily due to a decrease in advanced payments for hardware materials for fleet builds.
Previous wording
Cash Flows (Used in) Provided by Investing Activities
Current wording
Cash Flows Provided by Investing Activities
Previous wording
Aurora may be party to various claims within the normal course of business. Legal fees and other costs associated with such actions are expensed as incurred. We assess the need to record a liability for litigation and other loss contingencies, with reserve estimates recorded if we determine that a loss related to the matter is both probable and reasonably estimable. No material losses were recorded in the three and nine months ended September 30, 2024 and 2023.
Current wording
Aurora may be party to various claims within the normal course of business. Legal fees and other costs associated with such actions are expensed as incurred. We assess the need to record a liability for litigation and other loss contingencies, with reserve estimates recorded if we determine that a loss related to the matter is both probable and reasonably estimable. No material losses were recorded in the three months ended March 31, 2025 and 2024.
Previous wording
Our condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP. Preparation of the financial statements requires our management to make judgments, estimates and assumptions that impact the reported amount of revenue and expenses, assets and liabilities and the disclosure of contingent assets and liabilities. We consider an accounting judgment, estimate or assumption to be critical when (1) the estimate or assumption is complex in nature or requires a high degree of judgment and (2) the use of different judgments, estimates and assumptions could have a material impact on our condensed consolidated financial statements. Our significant accounting policies are described in Note 2 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report and in the notes to the consolidated financial statements included in Part II, Item 8 of the Annual Report on Form 10-K/A for the year-ended December 31, 2023. There have been no material changes to our critical accounting estimates since our Annual Report.
Current wording
Our condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP. Preparation of the financial statements requires our management to make judgments, estimates and assumptions that impact the reported amount of revenue and expenses, assets and liabilities and the disclosure of contingent assets and liabilities. We consider an accounting judgment, estimate or assumption to be critical when (1) the estimate or assumption is complex in nature or requires a high degree of judgment and (2) the use of different judgments, estimates and assumptions could have a material impact on our condensed consolidated financial statements. Our significant accounting policies are described in Note 2 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report and in the notes to the consolidated financial statements included in Part II, Item 8 of the Annual Report on Form 10-K for the year-ended December 31, 2024. There have been no material changes to our critical accounting estimates since our Annual Report.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
The change in fair value of derivative liabilities resulted in an expense of $15 million and $7 million in the nine months ended September 30, 2024 and 2023, respectively, primarily due to the change in the market price for the underlying instrument.