The transaction has an equity value of $2.6 billion based on the five-day volume-weighted average price of Tesla shares as of July 29, 2016. Under the agreement, SolarCity stockholders will receive 0.110 Tesla common shares per SolarCity share, valuing SolarCity common stock at $25.37 per share based on the 5-day volume weighted average price of Tesla shares as of July 29, 2016.
Tesla’s financial advisor was Evercore, and Wachtell, Lipton, Rosen & Katz was its legal advisor. The financial advisor to the special committee of SolarCity’s board of directors was Lazard and its legal advisor was Skadden, Arps, Slate, Meagher & Flom.
As part of the agreement, SolarCity has a 45-day period known as a “go-shop”, which runs through September 14, 2016. This means that SolarCity is allowed to solicit alternative proposals during that time.
The companies expect to achieve cost synergies of $150 million in the first full year after closing.
According to a related 8-K filing, on July 31, 2016, Tesla and its subsidiary Tesla Motors Netherlands entered into the fourth amendment to its ABL credit agreement, dated June 10, 2015 to support the acquisition. Deutsche Bank New York Branch served as administrative agent and collateral agent.
Palo Alto, CA-based Tesla Motors is an automotive and energy storage company that designs, manufactures and sells electric cars, electric vehicle powertrain components and battery products.