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SpaceX’s xAI merger keeps legal liability and debt at arm’s length: report

The update was initially reported by Reuters.

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Credit: SpaceX

SpaceX’s acquisition of xAI was structured to shield the rocket maker from xAI’s legal liabilities while eliminating any obligation to repay the AI startup’s billions in debt, as per people reportedly familiar with the transaction.

The update was initially reported by Reuters.

SpaceX merger structure

SpaceX completed its acquisition of xAI using a merger structure designed to keep the AI firm’s debt and legal exposure separate from SpaceX, Reuters noted, citing people reportedly familiar with the deal.

Rather than fully combining the two companies, SpaceX retained xAI as a wholly owned subsidiary. The structure, commonly referred to as a triangular merger, allows xAI’s liabilities, contracts, and outstanding debt to remain isolated from SpaceX’s balance sheet.

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As a result, SpaceX is not required to repay xAI’s existing debt, which includes at least $12 billion inherited from X and several billion dollars more raised since then. The structure also prevents the transaction from triggering a change-of-control clause that could have forced immediate repayment to bondholders.

“In an acquisition where the target ends up as a subsidiary of the buyer, no prior liabilities of the target necessarily become liabilities of the parent,” Gary Simon, a corporate attorney at Hughes Hubbard & Reed, stated.

Debt obligations avoided

The SpaceX xAI merger was also structured to ensure it did not qualify as a change of control under xAI’s debt agreements. Matt Woodruff, senior analyst at CreditSights, noted that even if SpaceX might have qualified as a “permitted holder,” the merger’s structure removes any ambiguity.

“The permitted holder definition includes the principal investor and its affiliates, which of course is Musk. That would presumably mean SpaceX is treated as an affiliate, so a change of control is not required,” Woodruff stated. “There’s really no realistic possibility that this would trigger a default given the way it is structured.”

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Despite the scale of the transaction, which values xAI at $250 billion and SpaceX at $1 trillion, the deal is not expected to delay SpaceX’s planned initial public offering (IPO) later this year.

SpaceX has not issued a comment about the matter as of writing.

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Simon is an experienced automotive reporter with a passion for electric cars and clean energy. Fascinated by the world envisioned by Elon Musk, he hopes to make it to Mars (at least as a tourist) someday. For stories or tips--or even to just say a simple hello--send a message to his email, simon@teslarati.com or his handle on X, @ResidentSponge.

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Elon Musk

Tesla Phone? Not quite, but close: analyst

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elon musk phone
Photo: Boss Hunting.com.au

For years, there have been images and videos across social media platforms that have reminded me of when I was a 15-year-old kid teased by “Xbox 720” videos on YouTube. These videos are of the supposed “Tesla Phone” that Elon Musk was secretly developing in between leading Tesla with its electric cars and SpaceX with its reusable rockets.

Although Musk has put those rumors to bed several times, it was never completely out of the realm that he could get involved in cell phones in some capacity. Think outside the box and more macro-level, though. Instead of reinventing the computer, Musk reinvented connectivity by developing Starlink with SpaceX.

It could be something similar, TD Cowen analyst Gregory Williams said in a note last week, where he hinted SpaceX could be gathering some steam to acquire T-Mobile.

Williams said it would be the “clear choice” for SpaceX if it decided to go through with a network acquisition. He also suggested AT&T.

The move would be possible through selling more of its own stock, which would help SpaceX raise the money to purchase T-Mobile, which would cost roughly $300 billion. It could be one of the moves SpaceX makes post-IPO in terms of an acquisition: it already acquired Cursor AI for $60 billion.

Other analysts, like Dan Ives of Wedbush, believe SpaceX and Tesla will eventually merge into one anyway, and that conglomeration could come as soon as this year, some have said.

The implications of SpaceX purchasing T-Mobile are massive. A combined entity would create a truly ubiquitous network: T-Mobile’s terrestrial 5G towers and Starlink’s growing constellation of Direct-to-Cell satellites. This would essentially eliminate dead zones across the U.S. and potentially globally.

SpaceX would instantly become a full-scale facilities-based carrier with satellite differentiation; a huge advantage. This would pressure AT&T and Verizon heavily.

There are also concerns like a potential reduction in long-term competition, and of course, a deal of that size would face intense scrutiny from government agencies.

The strategic fit is compelling due to the existing Starlink–T-Mobile partnership and complementary technologies (space + terrestrial). It could create a dominant integrated communications player. However, the regulatory, financial, and execution hurdles are enormous — this remains highly speculative with no indication SpaceX is actively pursuing it right now.

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Elon Musk

SpaceX’s newest Starmind will make earth data centers obsolete

Elon Musk confirmed Starmind as SpaceX’s AI satellite constellation name, targeting one million orbital compute nodes.

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Elon Musk confirmed that Starmind will be the official name of SpaceX’s planned AI satellite constellation, following a trademark filing by xAI that surfaced earlier this week. Starmind is what’s being described to the FCC as a constellation of up to one million AI satellites

It’s worth noting that SpaceX’s Starlink communication satellite and Starmind are built on the same orbital infrastructure concept but serve entirely different purposes. Starlink is a connectivity network, with satellites receiving and relaying data between points on Earth, and functioning as a high-speed internet backbone in space. The satellites themselves do not process or think, and move information from one place to another, the same function a fiber cable performs underground.

SpaceX just forced Verizon, AT&T and T-Mobile to team up for the first time in history

Starmind, on the other hand, is something completely different, and tather than moving data, its satellites would compute data through artificial intelligence and directly in orbit using onboard processors powered by large solar arrays. Where a Starlink satellite is essentially a very fast pipe, a Starmind satellite is a server. The practical implication is that Starmind would allow AI models to run inference, process queries, and generate outputs from space, then beam results down to users anywhere on Earth within milliseconds, and without the data ever needing to travel to a terrestrial data center.

Starship will be able to carry 30 to 50 AI1 satellites per launch, delivering the equivalent of dozens of server racks per flight, with no land acquisition, no power grid approval, and no cooling infrastructure required on the ground.

SpaceX is pursuing this new technology as terrestrial data centers are running into hard limits such as lack of physical space, community opposition, and power and water consumption at a scale that is increasingly difficult to permit. Space has unlimited solar power, natural vacuum cooling, and no zoning boards. Musk said in a June 8 video presentation that he expects space to become the lowest-cost location to deploy AI compute within two to three years. Two AI1 prototypes are scheduled to launch in early 2027, with volume production targeted for the end of that year at a new facility called Gigasat.

The real world applications Starmind enables extend well beyond powering Grok. A constellation of orbiting AI processors could run inference workloads for any paying customer, anywhere on Earth, with latency measured in milliseconds rather than the seconds associated with ground-based cloud routing across continents. Starmind, if it scales as described, would make SpaceX the landlord of AI compute the same way Starlink made it the landlord of satellite internet.

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Tesla finally clarifies fatal Texas crash, confirms driver manually overrode acceleration

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Credit: CNBC

Tesla has finally clarified the situation regarding the viral crash in Texas where a Model 3 slammed into a home.

CEO Elon Musk replied to reports on Monday that stated the crash was due to the company’s Full Self-Driving or Autopilot suite, which seemed unlikely to those who are familiar with it. Video showed the car slamming into a house at an excessive rate of speed, making it highly unlikely the crash was due to the suite’s operation, as it does not travel at those speeds in residential areas.

Musk said:

“This makes no sense. FSD drives slowly through neighborhood streets, and this was a high-speed crash!”

Tesla’s Head of AI, Ashok Elluswamy, added context, revealing that the company’s data shows the driver “manually overrode self-driving by pressing the accelerator all the way to 100%.”

He revealed the speed reached by the car was 73 MPH, and the accelerator was still pressed “even after the crash.”

Authorities are reportedly investigating “whether Tesla’s Autopilot system played a role after a Model 3 left the roadway…slammed through a brick house at high speed and fatally struck Matha Avila as she sat inside,” the New York Post reported.

The National Highway Traffic Safety Administration (NHTSA) is now investigating the crash. Tesla will work with the agency to provide them with whatever information they need in order to clarify the cause of the crash.

Similarly, Tesla had claims of a fatal accident in Harris County, Texas, a few years ago. Early reports indicated that Full Self-Driving was the cause of the crash. After the National Transportation Safety Board (NTSB) worked with Tesla, the agency proved there was “no use of the Autopilot system at any time during this ownership period of the vehicle, including the time frame up to the last transmitted timestamp on April 17, 2021.”

Tesla alleged “driverless” crash in Texas: What is known so far

“Application of the accelerator pedal was found to be as high as 98.8 percent,” the NTSB said in their findings. The highest recorded speed in the five seconds leading up to the impact was 67 miles per hour. The area where the crash occurred is residential, and Texas State laws have default speed limits of 30 MPH in residential streets.

This appears to be a similar situation. However, an investigation will prove what happened for sure.

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