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Tesla (TSLA) files for capital raise, Elon Musk to acquire $10 million in shares

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Tesla (NASDAQ:TSLA) filed for an offering of common stock and convertible notes on Thursday. In a filing, the company indicated that it would raise up to $2 billion, with $650 million estimated to come in the form of new equity and the other $1.35 billion in convertible notes.

TSLA shares initially fell in pre-market trading when Tesla put out a filing indicating that it will be offering a mix of equity securities and debt. When a separate filing indicated that CEO Elon Musk planned to buy about $10 million of the company’s stock in the new offering, TSLA reversed course, trading as high as 5% on Thursday’s pre-market.

Tesla’s total equity is for 2.7 million shares of TSLA stock. Elon Musk’s $10 million purchase will give him 41,896 additional shares of the company. Tesla’s filings indicate that the offering is being underwritten by Goldman Sachs, Bank of America, Societe Generale, Citigroup, Deutsche Bank, Morgan Stanley, Credit Suisse, and Wells Fargo.

As of writing, Tesla shares are trading +2.59% at $240.08 per share in Thursday’s pre-market.

Tesla has issued a press release on its recent capital raise, a copy of which could be found below.

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PALO ALTO, Calif., May 02, 2019 (GLOBE NEWSWIRE) — Tesla, Inc. today announced offerings of $650 million of common stock and $1,350 million aggregate principal amount of convertible senior notes due in 2024 in concurrent underwritten registered public offerings. In addition, Tesla has granted the underwriters a 30-day option to purchase up to an additional 15% of each offering. Elon Musk, Tesla’s CEO, will participate by purchasing $10 million of common stock.

The aggregate gross proceeds of the offerings, assuming full exercise by the underwriters of their option to purchase additional securities, would be approximately $2.3 billion before discounts and expenses. Tesla intends to use the net proceeds from the offerings to further strengthen its balance sheet, as well as for general corporate purposes.

The notes in this offering will be convertible into cash and/or shares of Tesla’s common stock at Tesla’s election. The interest rate, conversion price and other terms of the notes are to be determined. With respect to the notes, Tesla intends to enter into convertible note hedge transactions and warrant transactions to limit dilution of its common stock. In connection with establishing their initial hedge of the convertible note hedge and warrant transactions, the hedge counterparties or their affiliates expect to enter into various derivative transactions with respect to Tesla’s common stock concurrently with or shortly after the pricing of the notes, including with certain investors in the notes. 

Goldman Sachs & Co. LLC and Citigroup are acting as lead joint book-running managers for the offering, with BofA Merrill Lynch, Deutsche Bank Securities, Morgan Stanley and Credit Suisse acting as additional book-running managers, and Societe Generale and Wells Fargo Securities acting as co-managers.

An effective registration statement relating to the securities was filed with the Securities and Exchange Commission on May 2, 2019. The offering of these securities will be made only by means of prospectus supplements and the accompanying prospectus. Copies of the preliminary prospectus supplements and the accompanying prospectus may be obtained from (i) Goldman Sachs & Co. LLC, Attn: Prospectus Department, 200 West Street, New York, NY 10282, telephone: 866-471-2526, facsimile: 212-902-9316 or email: [email protected] or (ii) Citigroup Global Markets Inc. c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: 800-831-9146.

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This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. The securities being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the registration statement, the prospectus contained therein or the prospectus supplements.

Forward-Looking Statements

Certain statements in this press release, including statements regarding the proposed public offerings of common stock and notes, the convertible note hedge and warrant transactions, and Tesla’s intended use for the proceeds of the offerings, are “forward-looking statements” that are subject to risks and uncertainties. These forward-looking statements are based on management’s current expectations, and as a result of certain risks and uncertainties, actual events or results may differ materially from those contained in the forward-looking statements. Please refer to the registration statement on Form S-3 on file with the SEC and the prospectus and prospectus supplements included or incorporated by reference therein, as well as the other documents Tesla files on a consolidated basis from time to time with the SEC, specifically Tesla’s most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q. These documents contain and identify important factors that could cause the actual results for Tesla on a consolidated basis to differ materially from those contained in Tesla’s forward-looking statements. Tesla disclaims any obligation to update information contained in these forward-looking statements.

Disclosure: I have no ownership in shares of TSLA and have no plans to initiate any positions within 72 hours.

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, [email protected] or his handle on X, @ResidentSponge.

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Elon Musk

Elon Musk explains Tesla’s domestic battery strategy

Elon Musk responded to a new note from an analyst that highlighted Tesla’s battery strategy.

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Elon Musk giving YouTube tech reviewer Marques Brownlee a tour of the Fremont factory. (Credit: MKBHD/YouTube)

Tesla CEO Elon Musk explained the automaker’s strategy for building batteries from top to bottom in a domestic setting as the company continues to alleviate its reliance on Chinese materials, something other companies are too dependent on.

With the Trump Administration, it is no secret that the prioritization of U.S.-built products, including sourcing most of the materials from American companies, is at the forefront of its strategy.

The goal is to become less dependent on foreign products, which would, in theory, bolster the U.S. economy by creating more jobs and having less reliance on foreign markets, especially China, to manufacture the key parts of things like cars and tech.

In a note from Alexander Potter, an analyst for the firm Piper Sandler, Tesla’s strategy regarding batteries specifically is broken down.

Potter says Tesla is “the only car company that is trying to source batteries, at scale, without relying on China.”

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He continues:

“Eventually, Tesla will be making its own cathode active materials, refining its own lithium, building its own anodes, coating its own electrodes, assembling its own cells, and selling its own cars; No other US company can make similar claims.”

Musk, who spent time within the Trump White House through his work with the Department of Government Efficiency (DOGE), said that Tesla is doing the “important” work of localizing supply chains as the risks that come with being too dependent on foreign entities could be detrimental to a company, especially one that utilizes many parts and supplies that are manufactured mostly in China.

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Tesla has done a lot of work to source and even manufacture its own batteries within the United States, a project that has been in progress for several years but will pay dividends in the end.

According to a 2023 Nikkei analysis, Tesla’s battery material suppliers were dominated by Chinese companies. At the time, a whopping 39 percent of the company’s cell materials came from Chinese companies.

This number is decreasing as it operates its own in-house cell and material production projects, like its lithium refinery in Texas.

It also wants to utilize battery manufacturers that have plans to build cells in the U.S.

Panasonic, for example, is building a facility in Kansas that will help Tesla utilize domestically-manufactured cells for its cars.

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Tesla stock: Morgan Stanley says eVTOL is calling Elon Musk for new chapter

Could Tesla dive into the eVTOL market? Morgan Stanley takes a look.

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Daniel Oberhaus, CC BY-SA 4.0 , via Wikimedia Commons

Tesla shares are up nearly 20 percent in the past month, but that is not stopping the only trillion-dollar automaker from attracting all types of new potential sectors to disrupt, at least from an investor and analyst perspective.

Morgan Stanley’s Adam Jonas is not one to shy away from some ideas that many investors would consider far-fetched. In a recent note, Jonas brought up some interesting discussion regarding Tesla’s potential in the eVTOL industry, and how he believes CEO Elon Musk’s answer was not convincing enough to put it off altogether.

Tesla’s Elon Musk says electric planes would be ‘fun problem to work on’

Musk said that Tesla was “stretched pretty thin” when a question regarding a plane being developed came up. Jonas said:

“In our opinion, that’s a decidedly different type of answer. Is Tesla an aviation/defense-tech company in auto/consumer clothing?”

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Musk has been pretty clear about things that Tesla won’t do. Although he has not unequivocally denied aviation equipment, including planes and drones, as he has with things like motorcycles, it does not seem like something that is on Musk’s mind.

Instead, he has focused the vast majority of his time at Tesla on vehicle autonomy, AI, and robotics, things he sees as the future.

Tesla and China, Robotics, Pricing

Morgan Stanley’s note also discussed Tesla’s prowess in its various areas of expertise, how it will keep up with Chinese competitors, as there are several, and the race for affordable EVs in the country.

Tesla is the U.S.’s key to keeping up with China

“In our view, Tesla’s expertise in manufacturing, data collection, robotics/ physical AI, energy, supply chain, and infrastructure are more critical than ever before to put the US on an even footing with China in embodied AI,” Jonas writes.

It is no secret that Tesla is the leader in revolutionizing things. To generalize, the company has truly dipped its finger in all the various pies, but it is also looked at as a leader in tech, which is where Chinese companies truly have an advantage.

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Robotics and the ‘Humanoid Olympics’

Jonas mentioned China’s recent showcasing of robots running half marathons and competing in combat sports as “gamification of robotic innovation.”

Tesla could be at the forefront of the effort to launch something similar, as the analyst predicts the U.S. version could be called “Humanoid Ninja Warrior.”

Pricing

Tesla is set to launch affordable models before the end of Q2, leaving this month for the company to release some details.

While the pricing of those models remains in limbo with the $7,500 tax credit likely disappearing at the end of 2024, companies in China have been able to tap incredibly aggressive pricing models. Jonas, for example, brings up the BYD Seagull, which is priced at just about $8,000.

Tesla can tap into an incredibly broader market if it can manage to bring pricing to even below $30,000, which is where many hope the affordable models end up.

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During the Q3 2024 Earnings Call, Musk said that $30,000 is where it would be with the tax credit:

“Yeah. It will be like with incentive. So, 30K, which is kind of a key threshold.”

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Investor's Corner

Tesla bull writes cautious note on Robotaxi launch: ‘Keep expectations well contained’

Morgan Stanley’s Adam Jonas is more cautious about Tesla’s upcoming Robotaxi launch.

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Credit: Tesla

Tesla analyst Adam Jonas of Morgan Stanley is telling investors to be wary of the Robotaxi details CEO Elon Musk revealed this week, after a report seemed to land on the prospective launch date of the platform in June.

Earlier this week, a report from Bloomberg indicated Tesla had internally landed on a tentative date of June 12 for its Robotaxi launch in Austin. Shortly after, Musk detailed the successful testing Tesla has already performed without anyone in the driver’s seat.

Tesla lands on date for Robotaxi launch in Austin: report

He also indicated Teslas would self-deliver to customers in June.

Analysts are now sending out investor notes on the announcement Musk made, along with the Bloomberg report. Jonas’s note is more cautious than others.

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Jonas believes Tesla needs to shed more details before investors and fans of the company get too excited. He believes there is more information that could be released, but until then, he is suggesting investors “keep expectations well contained.”

He wrote:

“As is typical for highly anticipated Tesla events, we would keep expectations well contained for the (reported) June 12th Cybercab launch event in Austin. However, we would look for a continued stream of updates for the performance and growth of the network thereafter (numbers of cars, miles, trips, etc.) in the days and weeks that follow.”

The tone of Jonas’s note contradicts that of Wedbush’s Dan Ives, who believes the “golden age of autonomous” lies in Tesla’s hands. He seems to believe Tesla will come through on its June 12 launch.

Tesla set for ‘golden age of autonomous’ as Robotaxi nears, ‘dark chapter’ ends: Wedbush

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Morgan Stanley’s note is slightly more

Jonas is obviously still bullish, but is much more tentative to move forward with an attitude that communicates skepticism about what Tesla has revealed.

Jonas and Morgan Stanley have a $410 price target on Tesla shares with a ‘Buy’ rating. Tesla stock is trading at around $358 at 12:15 p.m. on the East Coast.

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