Foreign media reports that with SpaceX's IPO and rapid rise in market capitalization, discussions about a merger between the two companies and Tesla have intensified again. Supporters value the overlap between the two companies in energy, chips, and AI infrastructure, while opponents are concerned about valuation distribution, continued losses, and governance issues.
SpaceX's listing has boosted expectations.
The report noted that after its approximately $85 billion IPO, SpaceX's market capitalization is now significantly higher than Tesla's. This shift has prompted some analysts and Tesla investors to discuss whether Musk will integrate the two companies into a single entity.
SpaceX President Gwynne Shotwell did not rule out a merger with Tesla on the day of the IPO, but stated that the current focus remains on the company's expansion plans. Wedbush analyst Dan Ives also stated that a merger between the two companies next year is not impossible, linking it to Musk's expansion of his AI empire.
Business overlap is expanding
Those supporting the merger argue that the two companies did not start from scratch. Reports indicate that SpaceX purchased $506 million worth of Megapack energy storage batteries and $131 million worth of Cybertrucks from Tesla last year.
The two companies are also advancing a chip factory project called Terafab. This project, reportedly worth $55 billion, aims to provide chip production capacity for SpaceX's orbital data centers, as well as Tesla's Robotaxi and robotics businesses. This has become one of the main arguments for the "synergy effect."
Valuation and governance become the focus
However, foreign media pointed out that the real obstacle lies not in the potential for growth, but in the terms of the deal. Although SpaceX has a high market capitalization, it still recorded a loss of about $4.9 billion last year, mainly due to investments in AI infrastructure; Tesla, on the other hand, has maintained positive cash flow for several consecutive years and holds about $45 billion in cash.
Given these differences, Tesla shareholders may worry about their equity being diluted, especially given SpaceX's continued need for financing. If the merger proceeds at a higher valuation, Tesla shareholders' stake in the merged entity could also be reduced.
Another key focus is governance. A New York City official responsible for corporate governance told foreign media that board independence will be a key area of scrutiny if the deal proceeds. He also expressed concern that Tesla could be seen as a source of funding to support SpaceX's expansion.
The difficulty of shareholder obstruction has increased.
The report also noted that Tesla has moved its registered office from Delaware to Texas, making it more difficult for shareholders to file similar lawsuits. Legal experts say that even if there is a clear conflict of interest in such transactions, shareholders typically need to prove intentional misconduct or fraud in Texas courts to block a merger.
Therefore, if Musk ultimately pushes for integration, external opposition may not be enough to change the outcome. The next step in this potential deal remains crucial: whether SpaceX's post-IPO valuation can stabilize, and whether Tesla shareholders are willing to accept the merger pricing.
