Tesla Stock Dips On SpaceX Merger Fears — Retail Influencer Pitches Bull Case That Could Add $450B To Valuation

• SpaceX disclosed that it may issue significant equity in future transactions, fueling speculation about a Tesla merger.
• Gary Black of The Future Fund blamed Tesla's Monday decline on the filing, saying it suggests that SpaceX shares could be issued and potentially used in a Tesla acquisition.
• A retail poll by Tesla influencer Sawyer Merritt said that 36.5% of respondents do not plan to buy SpaceX shares at the IPO.

Shares of Tesla, Inc. (TSLA) slipped 1% in overnight trading heading into Tuesday as investors weighed whether SpaceX's amended IPO filing could pave the way for future equity-funded deals, including a potential merger with Tesla, even as a retail influencer said such a deal could add a $450 billion boost to Tesla's valuation.

TSLA stock ended Monday down 5% at $415.88, ranking as the second-biggest laggard in the 'Magnificent Seven' peer group.

SpaceX Amended Filing Sparks Dilution Concerns

On Monday, SpaceX disclosed in an amended S-1 filing that it "may issue a significant amount of equity in connection with future transactions," fueling speculation about whether the company could eventually use its stock for acquisitions, investments, or other deals after going public. The filing comes as SpaceX prepares for what could be the largest public offering in Wall Street history. The company is reportedly preparing to begin formal marketing as early as June and could seek to raise up to $75 billion at a $2 trillion valuation.

Gary Black, managing director of The Future Fund, attributed Tesla's Monday stock decline, despite a 0.6% gain in the Nasdaq 100, to the disclosure. Black said on X, "Look no further" than SpaceX's amended S-1 filing. Black said the filing "strongly suggests more SPCX equity will be issued," which could potentially be used to acquire Tesla. Based on his assumptions, he estimated such a merger could be 28% dilutive since SpaceX would likely command a significantly higher valuation multiple than Tesla.

In a separate post, Black said institutional investors remain opposed to the idea of a merger: "Instit'l investors I know hate the idea of a TSLA-SPCX combo because of the dilution," he said. "Investors prefer pure plays, and not conglomerates, which nearly always gravitate to the lowest common multiple."

The skepticism extends beyond analysts. In an X poll conducted by Tesla influencer Sawyer Merritt, 36.5% of respondents said they do not plan to buy SpaceX shares at the IPO, compared with 33% who said they intend to participate. Another 15.3% said their decision would depend on the valuation. 

Why TSLA May Benefit From A SpaceX Merger

Tesla influencer AleXandra Merz, who posts under the handle TeslaBoomerMama on X, said that investors misunderstand how merger-of-equals deals are typically structured: "It is not an arbitrary 'meet in the middle' of current trading prices," Merz said. "It is based on the relative fair market values."

According to Merz, the exchange ratio would be negotiated so that shareholders of both companies ultimately own half of the combined business rather than simply accepting their pre-deal market caps: "The stock of the lower-valued company (whichever has the smaller market cap relative to the negotiated ratio) tends to rise ('catches up') toward the implied deal value," she said.

Under her hypothetical scenario, SpaceX would enter the deal with a $2.5 trillion valuation, while Tesla would be worth $1.6 trillion. The combined entity would be valued at $4.1 trillion, with ownership split evenly between the two shareholder groups. This would imply a valuation of $2.05 trillion for each side of the deal, suggesting that Tesla's market value could rise by $450 billion from the assumed starting point.

Merz also backed a similar view from Emmet Peppers, founder of Good Soil Investment Management, who said on X that Tesla could "almost immediately" move toward a $2.05 trillion valuation under the merger scenario, with Tesla and SpaceX eventually trading largely in tandem until the deal closed. Merz pointed to previous merger-of-equals deals such as Dow-DuPont and CBS-Viacom, saying that markets typically reprice both companies toward the announced exchange ratio after a deal is unveiled.

How Do Retail Traders Feel About TSLA And SpaceX?

On Stocktwits, retail sentiment for TSLA was 'bearish' with 'normal' message volume, while sentiment for SpaceX remained 'bullish' amid 'extremely high' chatter. 

One user said, “$TSLA SpaceX will keep bleeding in the next 12 months until it finds the absolute bottom. This is where you buy folks!  Mark my words!”

Another user speculated, “They will announce TSLA rolling into SpaceX this week. With anthropic in the mix they need to sweeten to road pitch.”

So far this year, TSLA stock has lagged its “Magnificent Seven” peers, making it the group’s second-worst performer, down 8%.    

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