Just got off phone with Morgan Stanley rep, said they are only offering SpaceX through my E*trade account and not through my Morgan Stanley accounts 🙄
@SawyerMerritt@TeslaBoomerMama
Yes, the ~36 billion authorized Class A shares would easily cover a “merger of equals” (or SpaceX acquiring Tesla) with a 30% premium for Tesla shareholders.7
Quick Numbers (as of early June 2026)
•Tesla: ~3.5–3.76 billion shares outstanding, market cap roughly $1.4–1.65 trillion (let’s use ~$1.55T midpoint).17
•SpaceX (post-IPO): Targeting $1.75–2T+ valuation. S-1 implies ~4.1 billion shares post-IPO (issued/outstanding). Authorized Class A: 36.13 billion (huge cushion).0
Merger Math with 30% Premium
1Tesla at 30% premium → ~$2.015T value to deliver to its shareholders.
2Assume SpaceX at $1.8T valuation post-IPO (mid-range).
3To pay ~$2.015T in new SpaceX shares (all-stock deal), SpaceX would need to issue new shares worth that amount.
◦At a hypothetical post-IPO SpaceX share price (say ~$400–$500/share depending on exact post-IPO count/valuation), this equates to roughly 4–5 billion new shares (rough calc: $2T / ~$450/share ≈ 4.4B shares).6
This is well within the 36B authorized (they’d use ~12–15% of authorized, or add ~100%+ to the post-IPO base of ~4B, roughly doubling the share count—similar to analyses of no-premium deals).7
Even at higher ends (Tesla $1.65T base +30% = ~$2.145T; SpaceX $2T val), new shares needed stay in the 4–6B range. Plenty of room left in authorized for other uses (employee grants, future raises, etc.).
Context from Real Analyses
•Without premium, SpaceX might issue shares worth ~94% of its current base to match valuations (nearly doubling to ~8B total shares).7
•A premium increases dilution for SpaceX holders but is standard in acquisitions to get Tesla shareholder/board approval. “Merger of equals” language often masks one side as acquirer for accounting/tax reasons.
•Combined entity: Potentially $3.4–4T+ valuation, creating one of the world’s largest companies by market cap.7
Caveats (this is all hypothetical):
•Dilution & approval: SpaceX shareholders would see significant ownership dilution (Tesla holders getting ~50%+ of combined). Needs board, shareholder, and regulatory nods (antitrust, space/gov contracts).
•Valuation reality: Post-deal trading would depend on synergies (AI, energy, Starlink-Tesla integration) vs. combined cash burn/capex needs. Many analysts note both are high-valuation, low-current-profit stories.7
•Musk control: Dual-class shares and his stakes would likely preserve influence.
•Authorized shares exist precisely for this kind of flexibility—no need for immediate re-authorization.
Bottom line: Structurally and numerically, yes—the authorized pool is more than sufficient. It’s why companies authorize far more than they need today. Whether a deal happens (odds speculated at 50–80% by some) is a separate question driven by strategy, not share count. Fun thought experiment given the shared leadership and overlaps! What premium or structure do you think would be fairest?