Analysis
Elon Musk confirmed on SpaceX's third-quarter earnings call that the boards of Tesla and SpaceX have each formed special committees of independent directors to evaluate a possible merger between the two companies. At Tuesday's closing prices, a combined entity would be worth roughly $3.5 trillion, according to Fortune. Musk said the committees have not agreed on terms and that assuming a deal is certain would be "overstating it."
The review follows a buildout of financial ties between the two companies that predates this week's news. Tesla's proxy statement discloses a $2 billion investment in SpaceX, and Ira Ehrenpreis -- who chairs SpaceX's compensation and nominating committee -- also sits on two Tesla board committees. Musk said the special committees were formed at shareholders' request, not his own initiative, and that he cannot participate in their discussions because he is a conflicted party on both sides. Tesla's annual proxy, filed Monday, does not include a merger proposal for a shareholder vote, meaning any transaction is still in early review rather than on a path to a vote.
How Much Would A Combined Tesla-SpaceX Be Worth?
SpaceX is currently valued at about $2 trillion and Tesla at nearly $1.5 trillion, putting the combined figure at roughly $3.5 trillion -- a number that would place the merged company above Nvidia's current market capitalization and within range of Apple's. Musk would own about a third of the combined entity, up from his current 20% Tesla stake and 45% SpaceX stake (with about 82% of SpaceX's voting power, concentrated through super-voting shares). No formal exchange ratio or deal price has been set, and TechCrunch reports the committees have not named their members publicly, though independent directors on each side include Tesla's Robyn Denholm, JB Straubel and James Murdoch, and SpaceX's Randy Glein and Steve Jurvetson.
Musk's case for combining the companies rests on infrastructure the two are already building jointly, not just capital-markets logic. He cited AI software collaboration, chip design, robotics, and Starlink-adjacent connectivity, plus Terafab, a chip manufacturing plant Tesla and SpaceX are developing together, and Starmind, SpaceX's orbital AI data center project. "There's a lot of merit" to combining, he said, framing the deal less as a rescue of either business and more as formalizing engineering dependencies that already exist. That framing echoes SpaceX's own Q3 results, where AI-leasing revenue under the renamed Super Intelligence segment hit $7.6 billion and now exceeds Starlink's $5.25 billion -- the same AI infrastructure Musk says would benefit from tighter coordination with Tesla's compute and robotics roadmap.
For venture investors, the structural precedent matters more than the headline valuation. A growing number of founders -- not just Musk -- hold meaningful equity across multiple companies they lead or co-found, and this is the first mega-cap test of how independent directors handle a controlling founder who is recused from both sides of a negotiation. LPs evaluating GPs' conflicted-party policies, and GPs drafting founder-side agreements for serial entrepreneurs, now have a live case study in how committees structure themselves when the same person sits atop both counterparties.
The deal also faces a structural hurdle that received less attention than the valuation figure: Tesla's bylaws would require approval from a majority of all outstanding shares, not merely a majority of shares actually voted -- a bar Musk himself called "quite a high hurdle" given how much of the float is held passively. SpaceX's threshold is a simple majority, which Musk's voting control makes easier to clear. That asymmetry means the Tesla side, not SpaceX, is the more likely point of failure if retail and index-fund shareholders don't turn out in force. Markets reacted cautiously rather than euphorically: Tesla rose just over 1% after hours while SpaceX gained more than 5%, suggesting investors see more unresolved risk on the Tesla side of the ledger.
What happens next depends on a timeline nobody involved will commit to. Musk said a formal price would come "much further down the road, if at all," and Tesla's board has given no indication a shareholder vote is imminent. The special committees' first real test will be whether they can agree on terms at all before either company's next earnings cycle -- and whether Tesla's board frames any eventual proposal in a way that clears the all-shares-outstanding threshold Musk flagged as the harder path.