Musk Confirms SpaceX (SPCX) and Tesla (TSLA) Merger Committees With $3.5 Trillion at Stake
Elon Musk confirmed SpaceX and Tesla each formed special merger committees with no terms agreed, as SpaceX Q3 revenue rose 161% to $14.58 billion.
AI SummaryAI
- Musk said on October 20 that SpaceX and Tesla each formed special merger committees of independent directors.
- SpaceX Q3 revenue rose 161% to $14.58 billion, beating the $12.9 billion analyst estimate.
- Super Intelligence segment revenue reached $7.56 billion, surpassing Starlink's $5.248 billion for the first time.
- Tesla merger approval requires a majority of all outstanding shares, Musk said on the call.
Update 13:42 UTC: The ranking angle adds a concrete benchmark: per BitcoinTreasuries data cited in a new report, Tesla currently ranks 11th among listed companies with 11,509 BTC, but a merged SpaceX-Tesla entity holding the combined 30,221 BTC would rank sixth globally, behind Strategy's 848,250 BTC, Metaplanet's…
Special Committees Set Up, No Terms Agreed
Elon Musk said on the post-market earnings call for SpaceX (SPCX) on October 20 that the company and Tesla (TSLA) have each formed a special committee of independent directors to discuss a merger. He said he cannot join either panel because he is the conflicted party, a setup he likened to a “strange kabuki performance” in which two groups negotiate while he waits outside, and he noted the committees were created at shareholders’ request. Asked whether a deal is already done, he called that overstated, answered “Do I think this is a good idea? Yes,” and added that the two panels have not reached consensus on any transaction terms, with no agreement guaranteed. The process runs in two steps: the committees negotiate terms, then shareholders vote. The Tesla bar is the harder one, requiring approval from a majority of all outstanding shares rather than votes cast, a threshold Musk called “quite high.” Neither company has said who sits on the committees or when they were formed. A proxy statement Tesla filed with the SEC on October 19 lists only three items for the December 3 annual meeting: the re-election of Musk, Robyn Denholm and JB Straubel, an advisory vote on executive pay, and the ratification of PwC as auditor. Any merger would go to shareholders in a separate vote. The boards already overlap: venture investor Ira Ehrenpreis and Musk’s brother Kimbal Musk sit on both, and neither company says whether they joined the panels. Musk holds roughly 20% of Tesla and about 45% of SpaceX with around 82% of its voting power, and the two companies’ combined market value was about $3.5 trillion at the October 20 close. The tone marks a shift from July 22, when he declined on Tesla’s second-quarter call to discuss a merger and handed the question to Tesla’s chief legal officer. SpaceX closed the regular session at $147.79, nearly flat, touched $165.25 after hours and ended that session at $159.70, up about 8%. Tesla finished at $373.71 and traded near $380.29 after hours.
A combined SpaceX-Tesla would also unite the two companies' bitcoin holdings, 18,712 BTC at SpaceX and 11,509 BTC at Tesla, for a treasury of 30,221 BTC. On the ownership side, a June Schedule 13G filing puts Musk's outright stake in SpaceX at about 36%, rising to 48.4% once restricted shares and unexercised options are counted, while his beneficial ownership of Tesla stands at 19.8% including restricted compensation shares, according to the proxy statement. The bitcoin tally and the ownership figures both feed into the committee negotiations, which have produced no terms so far, and into the shareholder vote Musk said would ultimately decide whether the tie-up proceeds.
The merger exploration filtered into crypto markets on Wednesday: bitcoin traded near $83,500, up 0.6% since midnight UTC and at its highest level in a week, as an earnings-led rebound in Asian technology stocks lifted risk assets alongside the committee news. South Korea's Kospi rose 3.29% and Nasdaq 100 futures gained 0.44%. The combined SpaceX-Tesla stash of more than 30,000 bitcoin is worth roughly $2.5 billion at current prices, a figure that gives the two special committees a second layer of treasury considerations on top of the equity terms they have yet to agree on.
The ranking angle adds a concrete benchmark: per BitcoinTreasuries data cited in a new report, Tesla currently ranks 11th among listed companies with 11,509 BTC, but a merged SpaceX-Tesla entity holding the combined 30,221 BTC would rank sixth globally, behind Strategy's 848,250 BTC, Metaplanet's 44,000, Twenty One Capital's 43,514, Strive's 35,595 and MARA Holdings' 35,577. The new source also adds a SpaceX revenue outlook not detailed in the shareholder letter earlier: the company guided first-quarter 2027 revenue of $33 billion to $37 billion, above the market consensus of $23.4 billion, with Musk pointing to strong AI compute demand from major cloud customers. The aggregate figure is a hypothetical based on second-quarter filings, since the two companies' holdings were tallied separately and the eventual ranking would depend on balances and deal structure at the time of any merger.
Q3 Revenue Up 161% to $14.58 Billion
The third-quarter shareholder letter filed alongside the call shows revenue of $14.58 billion, up 161% from $5.576 billion a year earlier and above the roughly $12.9 billion analysts expected. The Super Intelligence (SI) segment, renamed from AI, booked $7.56 billion in revenue, close to triple the second quarter’s $2.561 billion, and surpassed Starlink’s $5.248 billion for the first time; launch brought in $1.767 billion. SpaceX credited new cloud service contracts, the Cursor acquisition completed on August 14, which added $608 million in the period, and rising Grok usage. Operating income reached $2.791 billion and net income $4.404 billion, against a $1.054 billion loss a year earlier, with earnings per share of $0.35 beating the $0.14 estimate. The swing is not purely operational: the first nine months remain a cumulative loss of $413 million, and the quarter included $1.025 billion of other income and a $390 million tax benefit. The Link business that houses Starlink grew revenue 69% and operating profit 99%, earning a 45.1% segment margin against SI’s 5.7%. Starlink’s consumer base reached 13.6 million subscribers paying about $69 a month, and enterprise and government revenue rose 91%. Capital spending ran to $19.593 billion, with $16.444 billion, about 84%, absorbed by SI. CFO Bret Johnsen guided fourth-quarter capex to $35 billion to $40 billion and repeated a $100 billion annualized revenue target, calculated as December’s monthly revenue times twelve: with the third quarter averaging about $4.86 billion a month, December would need roughly $8.3 billion, some 70% above the current run rate. The company ended September with $89.855 billion in cash and marketable securities even as free cash flow turned negative for the quarter. Musk said 2.5 to 3 gigawatts of compute will be running by the end of 2026, with 10 gigawatts added in 2027 and another 20 gigawatts of power and cooling planned; about 200,000 Nvidia GB300 chips deploy each month for the rest of the year, and a training cluster of 440,000 Vera Rubin computers is due by the end of the second quarter of 2027. He put the payback on new compute at under a year and projected $500 billion to $1 trillion in annualized recurring revenue by the end of 2027, a management forecast rather than booked business.
Musk framed the deal case around technical overlap, citing software development, Terrapin chips, robotics and Starlink as areas where the two companies, already near "super intelligence," could capture large synergies from cooperation. He added a caveat: shareholders ultimately have to back it, and calling a SpaceX-Tesla merger a done deal is, in his words, an overstatement. On operations, he forecast the SI segment's annual recurring revenue at the end of 2027 somewhere between $100 billion and $1 trillion, then turned to CFO Bret Johnsen with the quip that he did not want to give him a heart attack. Starlink, he said, could eventually generate hundreds of billions of dollars in annual telecom revenue.
SpaceX trades at $161.85, up 9.12%, per COINOTAG’s live data, near the top of a $143.62 to $162.18 range and between support at $158.21, a Bollinger Bands midpoint scored 84 out of 100, and resistance at $163.46, scored 58/100; the session high of $162.18 has not tested that resistance since the call. Tesla sits at $380.28, up 3.22%, with a bullish daily MACD signal while SpaceX’s stays bearish, a split that mirrors one company absorbing a capex surge and the other waiting on a vote. Perpetual open interest in SpaceX stands near $533 million. Sell-side estimates give the merger talk a floor: Dan Ives puts the odds of a deal by the end of 2027 at 80% to 90%, and RBC’s Tom Narayan assumes a price near $480 a share, roughly a 30% premium for Tesla holders (as of 08:35 UTC).
Primary sources
- proxy statement · sec.gov
- third-quarter shareholder letter · sec.gov
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