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Tesla makes offer to acquire SolarCity, Elon Musk doubles down

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BREAKING: Tesla’s board of directors has made a bid to acquire SolarCity. The proposed acquisition of SolarCity by Tesla would amount to an approximate $2.8 billion stock-only deal or a premium of 21% to 30% over today’s SolarCity (NASDAQ:SCTY) closing price.

The two companies have shared history with one another through strategic partnerships that have allowed each company to leverage its core technology to provide clean energy and off-grid energy storage. Not only do both companies share a mission rooted in accelerating the transition to a sustainable energy future, they also share arguably the most critical component to driving this mission forward – Elon Musk.

Musk sits as chairman at SolarCity and also the largest individual shareholder of the company. He’s also majority shareholder and CEO at Tesla, now split into automotive division Tesla Motors, and Tesla Energy which designs and manufacturers the Powerall and Powerpack lithium-ion battery storage system used in SolarCity’s massive solar power projects.

By combining the two entities, Tesla will be able to effectively control design, strategy, and production by ultimately unifying operations under a single umbrella. Tesla’s statement reads:

“We believe that the possibilities for product, service and operational synergies would be substantial, and that a combination would allow our companies to build on our respective core competencies and remain at the forefront of delivering innovative approaches for sustainable transportation and energy.”

Full Statement from Tesla:

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Tesla’s mission has always been tied to sustainability. We seek to accelerate the world’s transition to sustainable transportation by offering increasingly affordable electric vehicles. And in March 2015, we launched Tesla Energy, which through the Powerwall and Powerpack allow homeowners, business owners and utilities to benefit from renewable energy storage.

It’s now time to complete the picture. Tesla customers can drive clean cars and they can use our battery packs to help consume energy more efficiently, but they still need access to the most sustainable energy source that’s available: the sun.

The SolarCity team has built its company into the clear solar industry leader in the residential, commercial and industrial markets, with significant scale and growing customer penetration. They have made it easy for customers to switch to clean energy while still providing the best customer experience. We’ve seen this all firsthand through our partnership with SolarCity on a variety of use cases, including those where SolarCity uses Tesla battery packs as part of its solar projects.

So, we’re excited to announce that Tesla today has made an offer to acquire SolarCity. A copy of Tesla’s offer is provided below.

If completed, we believe that a combination of Tesla and SolarCity would provide significant benefits to our shareholders, customers and employees:

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  • We would be the world’s only vertically integrated energy company offering end-to-end clean energy products to our customers. This would start with the car that you drive and the energy that you use to charge it, and would extend to how everything else in your home or business is powered. With your Model S, Model X, or Model 3, your solar panel system, and your Powerwall all in place, you would be able to deploy and consume energy in the most efficient and sustainable way possible, lowering your costs and minimizing your dependence on fossil fuels and the grid.
  • We would be able to expand our addressable market further than either company could do separately. Because of the shared ideals of the companies and our customers, those who are interested in buying Tesla vehicles or Powerwalls are naturally interested in going solar, and the reverse is true as well. When brought together by the high foot traffic that is drawn to Tesla’s stores, everyone should benefit.
  • We would be able to maximize and build on the core competencies of each company. Tesla’s experience in design, engineering, and manufacturing should help continue to advance solar panel technology, including by making solar panels add to the look of your home. Similarly, SolarCity’s wide network of sales and distribution channels and expertise in offering customer-friendly financing products would significantly benefit Tesla and its customers.
  • We would be able to provide the best possible installation service for all of our clean energy products. SolarCity is the best at installing solar panel systems, and that expertise translates seamlessly to the installation of Powerwalls and charging systems for Tesla vehicles.
  • Culturally, this is a great fit. Both companies are driven by a mission of sustainability, innovation, and overcoming any challenges that stand in the way of progress.

Today’s offer to acquire SolarCity is only the first step toward a successful combination of Tesla and SolarCity. We will provide a further update if and when an agreement is reached.

June 20, 2016

Mr. Lyndon R. Rive
Chief Executive Officer
SolarCity Corporation
3055 Clearview Way
San Mateo, CA 94402

Dear Lyndon:

We are pleased to submit to you and the SolarCity board of directors a proposal to acquire all of the outstanding shares of common stock of SolarCity in exchange for Tesla common shares.  Subject to completing due diligence, we propose an exchange ratio of 0.122x to 0.131x shares of Tesla common stock for each share of SolarCity common stock. This proposal represents a value of $26.50 to $28.50 per share, or a premium of approximately 21% to 30% over the closing price of SolarCity’s shares, based on today’s closing price of SolarCity’s shares and the 5-day volume weighted average price of Tesla shares. We believe that our proposal offers fair and compelling value for SolarCity and its stockholders, while also giving SolarCity’s stockholders the opportunity to receive Tesla common stock at a premium exchange ratio and the opportunity to participate in the success of the combined company through their ongoing ownership of Tesla stock.

The board of directors of Tesla is excited at the prospect of a potential combination of SolarCity’s business with Tesla. We believe that the possibilities for product, service and operational synergies would be substantial, and that a combination would allow our companies to build on our respective core competencies and remain at the forefront of delivering innovative approaches for sustainable transportation and energy. We believe that a combination would generate significant benefits for stockholders, customers and employees of both Tesla and SolarCity.

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We are committed to a possible transaction that is fair to SolarCity’s and Tesla’s respective stockholders.  To help ensure that, Tesla is prepared to make the consummation of a combination of our companies subject to the approval of a majority of disinterested stockholders of both SolarCity and Tesla voting on the transaction. In addition, as a result of their overlapping directorships, Elon Musk and Antonio Gracias have recused themselves from voting on this proposal at the Tesla board meeting at which it was approved, and will recuse themselves from voting on this proposal at the SolarCity board as well.  We believe that any transaction should be the result of full and fair deliberation and negotiation by both of our boards and the fully-informed consideration of our respective stockholders.

Our proposal is subject to the satisfactory completion of due diligence, the negotiation of mutually agreeable definitive transaction documents, and final approval by the Tesla board. While a transaction would be further subject to customary and usual closing conditions, we believe that Tesla is well positioned to negotiate and complete the transaction in an expedited manner. We do not anticipate significant regulatory or other obstacles in consummating a mutually beneficial transaction promptly.

In light of Elon Musk’s SEC disclosure obligations in his individual capacity as a stockholder of SolarCity this proposal will be publicly disclosed, but Tesla’s intention is to proceed only on a friendly basis.

We look forward to discussing a potential transaction with you, and hope to expeditiously enter into a definitive agreement.

Sincerely,

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The Board of Directors of
Tesla Motors, Inc.

I'm friendly. You can email me. gene@teslarati.com

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Rivian unveils self-driving chip and autonomy plans to compete with Tesla

Rivian, a mainstay in the world of electric vehicle startups, said it plans to roll out an Autonomy+ subscription and one-time purchase program, priced at $49.99 per month and $2,500 up front, respectively, for access to its self-driving suite.

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Credit: Rivian

Rivian unveiled its self-driving chip and autonomy plans to compete with Tesla and others at its AI and Autonomy Day on Thursday in Palo Alto, California.

Rivian, a mainstay in the world of electric vehicle startups, said it plans to roll out an Autonomy+ subscription and one-time purchase program, priced at $49.99 per month and $2,500 up front, respectively, for access to its self-driving suite.

CEO RJ Scaringe said it will learn and become more confident and robust as more miles are driven and it gathers more data. This is what Tesla uses through a neural network, as it uses deep learning to improve with every mile traveled.

He said:

“I couldn’t be more excited for the work our teams are driving in autonomy and AI. Our updated hardware platform, which includes our in-house 1600 sparse TOPS inference chip, will enable us to achieve dramatic progress in self-driving to ultimately deliver on our goal of delivering L4. This represents an inflection point for the ownership experience – ultimately being able to give customers their time back when in the car.”

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At first, Rivian plans to offer the service to personally-owned vehicles, and not operate as a ride-hailing service. However, ride-sharing is in the plans for the future, he said:

“While our initial focus will be on personally owned vehicles, which today represent a vast majority of the miles to the United States, this also enables us to pursue opportunities in the rideshare space.”

The Hardware

Rivian is not using a vision-only approach as Tesla does, and instead will rely on 11 cameras, five radar sensors, and a single LiDAR that will face forward.

It is also developing a chip in-house, which will be manufactured by TSMC, a supplier of Tesla’s as well. The chip will be known as RAP1 and will be about 50 times as powerful as the chip that is currently in Rivian vehicles. It will also do more than 800 trillion calculations every second.

RAP1 powers the Autonomy Compute Module 3, known as ACM3, which is Rivian’s third-generation autonomy computer.

ACM3 specs include:

  • 1600 sparse INT8 TOPS (Trillion Operations Per Second).
  • The processing power of 5 billion pixels per second.
  • RAP1 features RivLink, a low-latency interconnect technology allowing chips to be connected to multiply processing power, making it inherently extensible.
  • RAP1 is enabled by an in-house developed AI compiler and platform software

As far as LiDAR, Rivian plans to use it in forthcoming R2 cars to enable SAE Level 4 automated driving, which would allow people to sit in the back and, according to the agency’s ratings, “will not require you to take over driving.”

More Details

Rivian said it will also roll out advancements to the second-generation R1 vehicles in the near term with the addition of UHF, or Universal Hands-Free, which will be available on over 3.5 million miles of roadway in the U.S. and Canada.

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Rivian will now join the competitive ranks with Tesla, Waymo, Zoox, and others, who are all in the race for autonomy.

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Tesla partners with Lemonade for new insurance program

Tesla recently was offered “almost free” coverage for Full Self-Driving by Lemonade’s Shai Wininger, President and Co-founder, who said it would be “happy to explore insuring Tesla FSD miles for (almost) free.”

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Credit: Tesla

Tesla owners in California, Oregon, and Arizona can now use Lemonade Insurance, the firm that recently said it could cover Full Self-Driving miles for “almost free.”

Lemonade, which offered the new service through its app, has three distinct advantages, it says:

  • Direct Connection for no telematics device needed
  • Better customer service
  • Smarter pricing

The company is known for offering unique, fee-based insurance rates through AI, and instead of keeping unclaimed premiums, it offers coverage through a flat free upfront. The leftover funds are donated to charities by its policyholders.

On Thursday, it announced that cars in three states would be able to be connected directly to the car through its smartphone app, enabling easier access to insurance factors through telematics:

Tesla recently was offered “almost free” coverage for Full Self-Driving by Lemonade’s Shai Wininger, President and Co-founder, who said it would be “happy to explore insuring Tesla FSD miles for (almost) free.”

The strategy would be one of the most unique, as it would provide Tesla drivers with stable, accurate, and consistent insurance rates, while also incentivizing owners to utilize Full Self-Driving for their travel miles.

Tesla Full Self-Driving gets an offer to be insured for ‘almost free’

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This would make FSD more cost-effective for owners and contribute to the company’s data collection efforts.

Data also backs Tesla Full Self-Driving’s advantages as a safety net for drivers. Recent figures indicate it was nine times less likely to be in an accident compared to the national average, registering an accident every 6.36 million miles. The NHTSA says a crash occurs approximately every 702,000 miles.

Tesla also offers its own in-house insurance program, which is currently offered in twelve states so far. The company is attempting to enter more areas of the U.S., with recent filings indicating the company wants to enter Florida and offer insurance to drivers in that state.

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Tesla Model Y gets hefty discounts and more in final sales push

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Credit: Tesla

Tesla Model Y configurations are getting hefty discounts and more benefits as the company is in the phase of its final sales push for the year.

Tesla is offering up to $1,500 off new Model Y Standard trims that are available in inventory in the United States. Additionally, Tesla is giving up to $2,000 off the Premium trims of the Model Y. There is also one free upgrade included, such as a paint color or interior color, at no additional charge.

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Tesla is hoping to bolster a relatively strong performance through the first three quarters of the year, with over 1.2 million cars delivered through the first three quarters.

This is about four percent under what the company reported through the same time period last year, as it was about 75,000 vehicles ahead in 2024.

However, Q3 was the company’s best quarterly performance of all time, and it surged because of the loss of the $7,500 EV tax credit, which was eliminated in September. The imminent removal of the credit led to many buyers flocking to Tesla showrooms to take advantage of the discount, which led to a strong quarter for the company.

2024 was the first year in the 2020s when Tesla did not experience a year-over-year delivery growth, as it saw a 1 percent slide from 2023. The previous years saw huge growth, with the biggest coming from 2020 to 2021, when Tesla had an 87 percent delivery growth.

This year, it is expected to be a second consecutive slide, with a drop of potentially 8 percent, if it manages to deliver 1.65 million cars, which is where Grok projects the automaker to end up.

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Tesla will likely return to its annual growth rate in the coming years, but the focus is becoming less about delivery figures and more about autonomy, a major contributor to the company’s valuation. As AI continues to become more refined, Tesla will apply these principles to its Full Self-Driving efforts, as well as the Optimus humanoid robot project.

Will Tesla thrive without the EV tax credit? Five reasons why they might

These discounts should help incentivize some buyers to pull the trigger on a vehicle before the year ends. It will also be interesting to see if the adjusted EV tax credit rules, which allowed deliveries to occur after the September 30 cutoff date, along with these discounts, will have a positive impact.

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