ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

ITEM 11. EXECUTIVE COMPENSATION

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 9B. OTHER INFORMATION

ITEM 9A. CONTROLS AND PROCEDURES

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 6. SELECTED CONSOLIDATED FINANCIAL DATA

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 4. MINE SAFETY DISCLOSURES

ITEM 3. LEGAL PROCEEDINGS

ITEM 2. PROPERTIES

ITEM 1B. UNRESOLVED STAFF COMMENTS

Anti-takeover provisions contained in our certificate of incorporation and bylaws, the provisions of Delaware law, and the terms of our convertible senior notes could impair a takeover attempt.

Mr. Musk borrowed funds from affiliates of certain underwriters in our public offerings and/or private placements and has pledged shares of our common stock to secure these borrowings. The forced sale of these shares pursuant to a margin call could cause our stock price to decline and negatively impact our business.

The convertible note hedge and warrant transactions we entered into in connection with the issuance of our convertible senior notes may affect the value of the notes and our common stock.

Conversion of our convertible senior notes may dilute the ownership interest of existing stockholders, including holders who had previously converted their notes, or may otherwise depress the price of our common stock.

The trading price of our common stock is likely to continue to be volatile.

The classification of our convertible senior notes may have a material effect on our reported financial results.

We may still incur substantially more debt or take other actions, which would intensify the risks discussed immediately above.

Our debt agreements contain covenant restrictions that may limit our ability to operate our business.

Servicing our indebtedness requires a significant amount of cash, and we may not have sufficient cash flow from our business to pay our substantial debt.

Our facilities or operations could be damaged or adversely affected as a result of disasters

Our trademark applications in certain countries remain subject to outstanding opposition proceedings.

Our patent applications may not result in issued patents, which may have a material adverse effect on our ability to prevent others from interfering with our commercialization of our products.

We may need to defend ourselves against patent or trademark infringement claims, which may be time-consuming and would cause us to incur substantial costs.

We may face regulatory limitations on our ability to sell vehicles directly which could materially and adversely affect our ability to sell our electric vehicles.

If we had a desire or need to raise additional funds and could not do so, our operations and prospects could be negatively affected

Any unauthorized control or manipulation of our vehicles’ systems could result in loss of confidence in us and our vehicles and harm our business.

Our financial results may vary significantly from period-to-period due to fluctuations in our operating costs.

Our insurance strategy may not be adequate to protect us from all business risks.

Our current and future warranty reserves may be insufficient to cover future warranty claims which could adversely affect our financial performance.

We are subject to various privacy and consumer protection laws.

We may be compelled to undertake product recalls or take other actions, which could adversely affect our brand image and financial performance.

We are subject to substantial regulation, which is evolving, and unfavorable changes or failure by us to comply with these regulations could substantially harm our business and operating results.

Our business may be adversely affected by any disruptions caused by union activities.

We are subject to various environmental and safety laws and regulations that could impose substantial costs upon us and negatively impact our ability to operate our manufacturing facilities.

We are highly dependent on the services of Elon Musk, our Chief Executive Officer.

If we are unable to attract and/or retain key employees and hire qualified personnel, our ability to compete could be harmed.

Our strategic relationships with third parties, such as Panasonic, are subject to various risks which could adversely affect our business and future prospects.

The unavailability, reduction or elimination of government and economic incentives in the U.S. and abroad supporting the development and adoption of electric vehicles could have some impact on demand for our vehicles.

We face risks associated with our international operations and expansion, including unfavorable regulatory, political, tax and labor conditions and establishing ourselves in new markets, all of which could harm our business.

Our plan to expand our network of Tesla stores, service centers and Superchargers will require significant cash investments and management resources and may not meet our expectations with respect to additional sales of our electric vehicles. In addition, we may not be able to open stores or service centers in certain states or Superchargers in desired locations.

Our vehicles have unique servicing requirements, and we are using a different service model from the one typically used in the automobile industry. If we are unable to address the service requirements of our existing and future customers, our business will be materially and adversely affected.

If we are unable to establish and maintain confidence in our long-term business prospects among consumers, analysts and within our industry, then our financial condition, operating results, business prospects and stock price may suffer materially.

Demand in the automobile industry is volatile, which may lead to lower vehicle unit sales and adversely affect our operating results.

The automotive market is highly competitive, and we may not be successful in competing in this industry. We currently face competition from new and established U.S. and international competitors and expect to face competition from others in the future, including competition from companies with new technology.

We may become subject to product liability claims, which could harm our financial condition and liquidity if we are not able to successfully defend or insure against such claims.

Increases in costs, disruption of supply or shortage of raw materials, in particular lithium-ion cells, could harm our business.

If we fail to effectively manage the residual, financing and credit risks related to our direct Tesla leasing programs our business may suffer.

Our resale value guarantee and leasing programs expose us to the risk that the resale values of vehicles returned to us are lower than our estimates and may result in lower revenues, gross margin, profitability and liquidity.

We are exposed to fluctuations in currency exchange rates, which could negatively affect our financial results

Our vehicles make use of lithium-ion battery cells, which have been observed to catch fire or vent smoke and flame, and such events have raised concerns, and future events may lead to additional concerns, about the batteries used in automotive applications.

We may fail to meet our publicly announced guidance or other expectations about our business, which would cause our stock price to decline.

If we are unable to adequately reduce the manufacturing costs of Model S, control manufacturing costs for Model X, or otherwise control the costs associated with operating our business, our financial condition and operating results will suffer.

If we fail to manage future growth effectively as we rapidly grow our company, especially internationally, we may not be able to produce, market, sell and service our vehicles successfully.

Our future growth is dependent upon consumers’ willingness to adopt electric vehicles.

We are dependent on our suppliers, the majority of which are single source suppliers, and the inability of these suppliers to continue to deliver, or their refusal to deliver, necessary components of our vehicles in a timely manner at prices, quality levels, and volumes acceptable to us would have a material adverse effect on our financial condition and operating results.

If our vehicles or vehicles that contain our powertrains fail to perform as expected, our ability to develop, market and sell our electric vehicles could be harmed.

Problems or delays in bringing the Gigafactory online and operating it in line with our expectations could negatively affect the production and profitability of our products, such as Model 3 or Tesla Energy products.

Our long-term success will be dependent upon our ability to achieve market acceptance of our vehicles, including Model S and Model X, and new vehicle models such as Model 3.

We may be unable to meet our production and delivery plans for Model S and Model X, both of which could harm our business and prospects.

We may experience significant delays or other complications in the design, manufacture, launch and production ramp of new vehicles such as Model X and future vehicles such as Model 3, which could harm our brand, business, prospects, financial condition and operating results.

4

ITEM 1A. RISK FACTORS

ITEM 1. BUSINESS

Item 1. Business.

We are the largest equipment rental company in the world

For the Fiscal Quarter Ended July 1, 2017

Starbucks delivered solid net revenue growth of 14% to $6.0 billion in its second quarter of fiscal 2018. This was primarily driven by incremental revenues from the ownership change in East China, incremental revenues from 2,103 net new Starbucks® store openings over the last 12 months and global comparable store sales growth of 2%

Item 7:     Management’s Discussion and Analysis of Financial Condition and Results of Operations

ITEM 7—

The information required by this item is incorporated herein by reference to “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of Seaboard’s Annual Report to Stockholders and attached as Exhibit 13 to this report.

MANAGEMENT'S DISCUSSION AND ANALYSIS

ITEM 7.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANACIAL CONDITION AND RESULTS OF OPERATIONS Information in response to this Item 7 can be found in the 2017 Annual Report to Stockholders under “Financial Review.” That information is incorporated into this item by reference.

We have incurred significant losses and negative cash flows from operations since our spin-off

We generated total company revenue of $5.7 billion during the first quarter of 2018, a 34% increase from the $4.3 billion of revenue generated during the first quarter of 2017.

Our revenue has grown from $17.7 million during the year ended December 31, 2004 to $741.1 million during the year ended December 31, 2015.

our consolidated results for the year were significantly below our expectations

Because of the diversity in our businesses, we present our financial statements in a three-column format, which allows investors to see our industrial operations separately from our Financial Services operations.

Over 55 Luby’s and Fuddruckers locations in the Texas Gulf Coast region were temporarily closed

Immediate settlement

Nevada 98-0569013 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) #55-11020 Williams Road, Richmond, British Columbia, Canada V7A 1X8

he Company is involved in a number of claims, proceedings