Tesla's board named a special committee of three directors on August 14 to decide what to do about Chief Executive Elon Musk’s potential offer to take the electric carmaker private, although Musk has yet to make a formal offer and is still negotiating to hire advisers needed to do a deal.
The board announced the move in Tesla’s first filing with regulators since Musk tweeted a week ago that he was considering taking the company private and had already secured funding for a $420-per-share offer, valuing Tesla at $72 billion.
Since that unorthodox announcement on Aug. 7, which has triggered investor lawsuits and an investigation by the US Securities and Exchange Commission, Musk and Tesla have scrambled to bring order to the process of negotiating a deal.
Musk tweeted on August 13 he was working with Goldman Sachs Group and private equity firm Silver Lake as financial advisers. However, as of Tuesday, Goldman Sachs was still negotiating its terms of engagement with Musk, according to a person familiar with the matter.
Silver Lake was also not signed up officially as a financial adviser, as it is helping Musk explore how to take Tesla private with no compensation, Reuters reported on August 13.
Goldman Sachs and Silver lake declined to comment.
Musk’s effort to associate his potential bid with some of Wall Street’s most venerable institutions, even at the risk of misrepresenting their involvement, comes as pressure has been building on him to justify his pronouncement last week that funding for a deal had been “secured.”
Musk said on Monday he had held talks with a Saudi sovereign fund on a buyout that would take Tesla off the Nasdaq exchange - an extraordinary move for what is now the United States’ most valuable automaker. Tesla has a market value of $60 billion, bigger than Detroit rivals General Motors or Ford Motor, which produce far more cars.
Tesla shares closed down 2.5 per cent at $347.64 on Tuesday. They are still above $341.99, their closing price the day before Musk tweeted his plan to take Tesla private, which pushed the shares up 11 percent to an 11-month high.
NO FORMAL PROPOSAL
Tesla said in its statement on August 14 the special committee had the authority to take any action on behalf of the board to evaluate and negotiate a potential transaction and alternatives to any transaction proposed by Musk.
That means three members of Tesla’s board will now weigh whether it is advisable - or even feasible - to pursue what could be the biggest-ever go-private deal, and they are doing so before receiving a formal proposal from the CEO.
Musk has yet to persuade Wall Street analysts and investors that he can find the billions needed to complete the deal, or even such a deal is a good idea for a loss-making company.
“Despite Elon Musk’s frustration with being a public company, I think there are more advantages to remaining public,” said CFRA analyst Efraim Levy, citing cheaper access to capital and media exposure due to interest in a public company.
Chaim Siegel, an analyst at Elazar Advisors, said it would be better for Tesla to remain a private company so investors can benefit from an “earnings inflection” if Musk fulfills his promise of making the company profitable later this year.
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