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Tesla makes offer to acquire SolarCity, Elon Musk doubles down
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:
-->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:
-->- 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.
-->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,
-->The Board of Directors of
Tesla Motors, Inc.
News
Tesla FSD approved for testing in Nacka, Sweden, though municipality note reveals aggravating detail
Nacka, Sweden, a municipality just a few miles from Stockholm, has given its approval for FSD tests.
Tesla has secured approval for FSD testing in an urban environment in Sweden. As per recent reports from the Tesla community, Nacka, Sweden, a municipality just a few miles from Stockholm, has given its approval for FSD tests.
A look at the municipality’s note regarding FSD’s approval, however, reveals something quite aggravating.
FSD testing approval secured
As per Tesla watcher and longtime shareholder Alexander Kristensen, Nacka is governed by the Moderate Party. The shareholder also shared the municipality’s protocol notes regarding approval for FSD’s tests.
“It is good that Nacka can be a place for test-driving self-driving cars. This is future technology that can both facilitate mobility and make transportation cheaper and more environmentally friendly,” the note read.
The update was received positively by the Tesla community on social media, as it suggests that the electric vehicle maker is making some legitimate headway in releasing FSD into the region. Sweden has been particularly challenging as well, so securing approval in Nacka is a notable milestone for the company’s efforts.
-->Aggravating details
A look at the notes from Nacka shows that FSD’s proposed tests still met some opposition from some officials. But while some critics might typically point to safety issues as their reasons for rejecting FSD, those who opposed the system in Nacka openly cited Tesla’s conflict with trade union IF Metall in their arguments. Fortunately, Nacka officials ultimately decided in Tesla’s favor as the company’s issues with the country’s unions are a completely different matter.
“The left-wing opposition (S, Nackalistan, MP and V) voted no to this, referring to the fact that the applicant company Tesla is involved in a labor market conflict and does not want to sign a collective agreement. We believe that this is not an acceptable reason for the municipality to use its authority to interfere in a labor law conflict.
“Signing a collective agreement is not an obligation, and the company has not committed any crime. The municipality should contribute to technological development and progress, not work against the future,” the note read.
News
Tesla Model 3 and Model Y named top car buys in Norway
Despite growing competition from European and Korean brands, both models stood out for their balance of price, performance, and everyday usability.
Norway’s annual roundup of the best car purchases featured Tesla’s two main sellers this year, with the Model 3 and Model Y securing top positions in their respective segments.
Despite growing competition from European and Korean brands, both models stood out for their balance of price, performance, and everyday usability. The verdict comes as electric vehicle adoption remained above 95% of new vehicle sales in the country.
Tesla Model 3 strengthens its value position
Among compact EVs, the Tesla Model 3 maintained its position as the best overall buy thanks to its strong blend of performance, efficiency, and updated features. Reviewers noted that every trim offered compelling value, especially with the all-electric sedan’s improved cabin ergonomics and the return of the turn-signal stalk, which was one of the few previous complaints among drivers.
The Model 3’s mix of long-range capability, low operating costs, and responsive handling has continued to set the benchmark for compact EVs in Norway. While competitors from Hyundai, Volkswagen, and Peugeot have narrowed the gap, Tesla’s price-to-capability ratio has remained difficult to beat in this segment, Motor.no reported.
“The Model 3 clearly offers the best value for money in the compact class, no matter which version you choose. Now it also gets the turn signal lever back. This eliminates one of the few flaws in a driving environment that many believe is the best on the market,” the publication wrote.
-->Tesla Model Y claims its crown
The Tesla Model Y emerged as Norway’s top family-car purchase this year. The latest refresh introduced improvements in ride quality, styling, and interior materials, allowing the Model Y to deliver a more premium driving experience without a substantial price increase.
Reviewers praised its spacious cabin, strong safety profile, and practical range, all of which reinforced its appeal for families needing an all-purpose electric crossover. The Model Y remains especially notable given its continued popularity in Norway even as Tesla faces declining sales in other global markets.
“The Model Y is back as the winner in the family class. The upgrade in the new year was even more extensive than expected. It is a slightly more elegant and significantly more comfortable Model Y that solidifies its position as Norway’s best car purchase in the most important class,” the Norwegian motoring publication noted.
News
Tesla Giga Berlin is still ramping production to meet Model Y demand: plant manager
Tesla Gigafactory Berlin has expanded to two full shifts, as per the facility’s plant manager, and a lot of it is due to Model Y demand.
Tesla Gigafactory Berlin has expanded to two full shifts, as per the facility’s plant manager, and a lot of it is due to Model Y demand. While registrations in some countries such as Sweden have fallen sharply this year, the company’s sales in other key territories have been rising.
Giga Berlin shifts to two shifts
Giga Berlin factory manager André Thierig told the DPA that the facility has been running two shifts since September to manage a surge in global orders. And due to the tariff dispute with the United States, vehicles that are produced at Giga Berlin are now being exported to Canada.
“We deliver to well over 30 markets and definitely see a positive trend there,” Thierig said.
Despite Giga Berlin now having two shifts, the facility’s production still needs to ramp up more. This is partly due to the addition of the Tesla Model Y Performance and Standard, which are also being produced in the Grunheide-based factory. Interestingly enough, Giga Berlin still only produces the Model Y, unlike other factories like Gigafactory Texas, the Fremont Factory, and Gigafactory Shanghai, which produce more than one type of vehicle.
Norway’s momentum
Norway, facing an imminent tax increase on cars, has seen a historic spike in Tesla purchases as buyers rush to secure deliveries before the change takes effect, as noted in a CarUp report. As per recent reports, Tesla has broken Norway’s all-time annual sales record this month, beating Volkswagen’s record that has stood since 2016.
-->What is rather remarkable is the fact that Tesla was able to achieve so much in Norway with one hand practically tied behind its back. This is because the company’s biggest sales draw, FSD, remains unavailable in the country. Fortunately, Tesla is currently hard at work attempting to get FSD approved for Europe, a notable milestone that should spur even more vehicle sales in the region.
Tesla FSD approved for testing in Nacka, Sweden, though municipality note reveals aggravating detail
Tesla Model 3 and Model Y named top car buys in Norway
