Tesla, TSLA & the Investment World: the Perpetual Investors' Roundtable

[ggr]

Is it too late for a shareholder motion to increase the authorized stock? And maybe a motion to split?

 

[lafrisbee]

Very sad to see a parent put their child at risk like this. Yes, I get their intent, the yoke is child's play, but come on. The parent has enough sense to buckle up themselves yet puts their child on a pedestal as a projectile. This is illegal, poor common sense, and I like to think Tesla owners are smarter than this.

And yet you have a 7 year old driving a spaceship as your avatar? Riiiiiiight.
Plus, you are wrong on every count. The driver has control of the speed of the vehicle...and there is some tesla thingee that can help as well. But you go off on the course most likely taken by an internet poster. Feel free, as if it is the time and the place for your idiocy. You are not alone.
(Go ahead Mods. step in do your magic...but take out the original comment as well.)

 

[Discoducky]

Booking flight to Fremont, then Berlin as general public is invited to the factory opening on oct 9th.

 

[ammulder]

Are we really thinking that Elon suddenly cares deeply about the stock price or burning short sellers? I’ve only gotten the feeling before that these things pop up on his radar as occasionally as other bits unrelated to The Mission.

 

[Artful Dodger]

I may be wrong, but I was under the impression that Tesla has enough shares authorized that they could do a 2:1 split if they wanted to. Anything more than that would require an additional share authorization.

Tesla has exactly 1 billion 2.1 Billion (Mod edit: see updated post later --ggr) authorized shares via it Bylaws. Currently, there are 990 million shares outstanding (with more earmarked for employee stock options and/or convertible bonds).

Telsa's Board of Directors can authorize up to, but no more than, 20% shares more than currently authorized by Shareholders and listed in Corporate Bylaws. That means currently, TSLA shares would be capped at 1.2B total.

Don't worry, the next share dividend will come when it hurts shortzes the most. I also think that the BoD will need to increase the current number of authorized shares in order to certify Elon's remaining 2018 CEO Performance tranches (1% of 2018 shares outstanding for each tranche).

In the mean time, Tesla just excecutes and builds Gigafactories... I think ramping Gigas Texas and Berlin in 2020 gets us into the DOW30 (DJIA). The SP action sure was a good fit today!

Cheers!

 

[Knightshade]

Tesla has exactly 1 billion authorized shares via it Bylaws. Currently, there are 990 million shares outstanding (with more earmarked for employee stock options and/or convertible bonds).

Telsa's Board of Directors can authorize up to, but no more than, 20% shares more than currently authorized by Shareholders and listed in Corporate Bylaws. That means currently, TSLA shares would be capped at 1.2B total.

Eh?

Form of Amended and Restated Certificate of Incorporation of the Registrant

4.1 Authorized Capital Stock. The total number of shares of all classes of capital stock which the corporation is authorized to issue is 2,100,000,000 shares, consisting of 2,000,000,000 shares of Common Stock, par value $0.001 per share (the “Common Stock”), and 100,000,000 shares of Preferred Stock, par value $0.001 per share (the “Preferred Stock”).

4.2 Increase or Decrease in Authorized Capital Stock. The number of authorized shares of Preferred Stock or Common Stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of a majority in voting power of the stock of the corporation entitled to vote generally in the election of directors, irrespective of the provisions of Section 242(b)(2) of the DGCL (or any successor provision thereto), voting together as a single class, without a separate vote of the holders of the class or classes the number of authorized shares of which are being increased or decreased, unless a vote by any holders of one or more series of Preferred Stock is required by the express terms of any series of Preferred Stock as provided for or fixed pursuant to the provisions of Section 4.4 of this Article IV.

 

[ByeByeJohnny]

Why were some people expecting another split so soon? Because Gary Black gave it a 50% chance? Because it happened exactly a year ago? Because it would kill the shorts (again)?

I didn’t see any signals from Elon or the board that they were contemplating anything like that. There was not a single expression of concern about the height of the stock price or about shorters. It was pure wishful thinking.

It's not about doing the split now. It's about having the possibility. Yes they could do a 1.5:1 or 1.9:1 but that just seems silly. Unless you think they will never need more than 2 billion shares why wouldn't they do it now to have the possibility without having a special meeting/vote later? Seems totally unnecessary to have to do that when they could just as easily get it done with. At some point they will have to anyway.

But maybe this is a play to make the MMs think they are safe for a bit longer and they'll announce a 1.5:1 in a few days.

Or maybe there is actually a way to make it more of a surprise which I guess would be preferable.

Which of the proposals that are actually gonna be voted on did you expect based on Elons 'signals'?

Most ideas here are wishful thinking. I proposed FSD subscriptions for years while getting continuously ignored or told it being a bad idea because Elon and Tesla had never given any sign that it was something they would do.

But hey Gary Black probably came up with that idea as well.

 

[Artful Dodger]

Why were some people expecting another split so soon?

Why do you put the claymore mines on the perimeter, with the words "FRONT TOWARD ENEMY" facing outward? /s

Cheers!

P.S. Ooh, and yer Fougasse, and the FIVE-OHs...

 

[Artful Dodger]

It was pure wishful thinking.

Did you read the latest Short Interest report from NASDAQ? We got our wish, and it worked. Will do more soon.

 

[Artful Dodger]

announce a stock split, and it will get to >$1000 pretty damn quick.

I suspect E wood like to git hiz moar tranchiz b4 that havens...

 

[LN1_Casey]

Booking flight to Fremont, then Berlin as general public is invited to the factory opening on oct 9th.

View attachment 696295

More human rights proposals? Didn't we squash those last year? Is it a different person now, or can they resubmit?

 

[Words of HABIT]

And yet you have a 7 year old driving a spaceship as your avatar? Riiiiiiight.
Plus, you are wrong on every count. The driver has control of the speed of the vehicle...and there is some tesla thingee that can help as well. But you go off on the course most likely taken by an internet poster. Feel free, as if it is the time and the place for your idiocy. You are not alone.
(Go ahead Mods. step in do your magic...but take out the original comment as well.)

Wow, nice comparison @lafrisbee. So you really are just an ant.
- Infant driving car - illegal - fact
- Infant not wearing seatbeat nor in car seat - illegal -fact
- The parent driver has control of the speed of vehicle, so what?
- Tesla is the safest auto ever built, however this does not conclude that Tesla drivers are safe, nor does it conclude that every other driver of any other vehicle on the road will not come into contact with said Tesla. Accidents happen. Don't encourage them. How would the parent react if a drunk driver came at them head on? Certainly not as quick with a child sitting in their lap with hands on the yoke.
Would you do this to your daughter? I definitely would not to mine. Case closed. My final post on this.

 

[MP3Mike]

More human rights proposals? Didn't we squash those last year? Is it a different person now, or can they resubmit?

At least two of them are just resubmits. (The board's notes even reference that fact.)

 

[FireMedic]

Very sad to see a parent put their child at risk like this. Yes, I get their intent, the yoke is child's play, but come on. The parent has enough sense to buckle up themselves yet puts their child on a pedestal as a projectile. This is illegal, poor common sense, and I like to think Tesla owners are smarter than this.

Especially when beach buggy is so readily available. My 8 year old loves it…with or without a yolk.

 

[Artful Dodger]

It is dependent on the stock price, so it fluctuates. I think it is around 1.9:1 currently

My comment earlier this afternoon was incorrect regarding the maximum number of shares authorized for Tesla. Here's today's up-to-date info, right from the source, the Tesla 2021 AGM Preliminary Proxy Statement:

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TESLA, INC.​

​

ARTICLE IV​

4.1 Authorized Capital Stock. The total number of shares of all classes of capital stock which the corporation is authorized to issue is 2,100,000,000 shares, consisting of 2,000,000,000 shares of Common Stock, par value $0.001 per share (the “Common Stock”), and 100,000,000 shares of Preferred Stock, par value $0.001 per share (the “Preferred Stock”).​

​

So yes, technically Tesla could announce a 2:1 split at any time w/o first needing to amend their Corporate Bylaws (which requires a vote of shareholders). HTH.

Cheers!

 

[jbcarioca]

Your comment is correct. When a vehicle is out of warranty it no longer has a warranty liability on the balance sheet.
Warranty calculations that I have seen or have audited at other companies are usually just a huge spreadsheet exercise. There is no warranty accrual assigned to each and every car and tracked.
Tesla likely takes claims experience and applies it to the age of their fleet.
They know for example that they spend on average:
$100 in month 1
$50 in month 2
$xx in month XX
$1 in month 48

Then they apply these rates against the remaining warranty months of their fleet.
Over time, the $100 in month 1 has become $95 and then $90, etc . . . thus allowing them to reduce the liability needed.

copying @jbcarioca who I believe has some experience with warranty programs.

Actual practice varies slightly, but not very much. When a vehicle is sold a forecast warranty reserve is created representing the total expected warranty expense for that unit. There are obviously no individual vehicle analyses, but the reserves are indeed established on aper vehicle basis. Your statement is also true that "There is no warranty accrual assigned to each and every car and tracked." If that seems incompatible it is only because the reserves are created upon entry into the active fleet, but the tracking of the reserve is in aggregate. Just to make the situation more odd, warranty costs are tracked for each vehicle indirectly, because the precise warranty items are tracked by vehicle. The reserve, however, is rated as an aggregate, so there is additional charge to reserve if, say, one model has greater than forecast costs. If the actual costs are less than forecast, reserves can be released.

Thus the reserve is managed in aggregate. Warranty records are kept for each in service vehicle. Nearly all cases work like that, so it seems a bit odd to anybody not directly involved in warranty policy. As @The Accountant describes, the averages are used to establish releases or additions to the reserve.

As has been discussed previously Tesla has had very conservative warranty reserving policies, partly because the auditors and Tesla had minimal experience with probable warranty costs. As th years pass Tesla has found they have over reserved, so succeeding periods have had lower reserve requirements.

Some argue that in fast growth these costs seem lower. That is false, because the reserves are created on entry into service, os as growth continues the reserves do grow disproportionately, not drop. Tesla simply has far less warranty costs than they were expected to have, an effect actually obscured by the high growth rate.

FWIW, a chief reason for that is that Tesla has OTA updates that resolve what could have been recalls for other OEMs. Another is that OTA diagnostics tends to find issues before they become a crisis, so preemptive correction is often made. The consequences of those two avoid many very high cost warranty activities for Tesla. Actuarial experiences are just now reaching enough confidence to help further reduce initial reserves.

Separately we have periodically discussed design elements, such as ultra-large castings, that yield substantial warranty cost reductions.There are quite a number of such items. Those are accelerating.

 

[Criscmt]

I also think that the BoD will need to increase the current number of authorized shares in order to certify Elon's remaining 2018 CEO Performance tranches (1% of 2018 shares outstanding for each tranche).

Is this a confident view you have about this matter, or more of a “perhaps likely”?
Why would they not use the AGM to do something that’s needed well before next year’s AGM?

 

[Criscmt]

I suspect E wood like to git hiz moar tranchiz b4 that havens...

You mean, a new SBC contract, or complete the remaining tranches in the current SBC?
If you meant the later, why is it preferred to have all of Elon’s tranches completed before stock goes to $1000?

 

[Artful Dodger]

You mean, a new SBC contract, or complete the remaining tranches in the current SBC?
If you meant the later, why is it preferred to have all of Elon’s tranches completed before stock goes to $1000?

the wahles half eires...

 

[Carl Raymond]

Wow, nice comparison @lafrisbee. So you really are just an ant.
- Infant driving car - illegal - fact
- Infant not wearing seatbeat nor in car seat - illegal -fact
- The parent driver has control of the speed of vehicle, so what?
- Tesla is the safest auto ever built, however this does not conclude that Tesla drivers are safe, nor does it conclude that every other driver of any other vehicle on the road will not come into contact with said Tesla. Accidents happen. Don't encourage them. How would the parent react if a drunk driver came at them head on? Certainly not as quick with a child sitting in their lap with hands on the yoke.
Would you do this to your daughter? I definitely would not to mine. Case closed. My final post on this.

My initial reaction was the same. Illegal act, fine him now. On reflection I changed my mind. That girl will be a leader, able to nonchalantly say to her friends “oh I’ve been driving since I was five, nothing to it”.

There is a danger from pushing a pram on a footpath that is no less.

There is a danger from raising timid children, susceptible to be cajoled into trying various drugs by peer pressure.

I speak as one who has taught 7yr olds to sail. Also as one whose parter has two sons, both without a drivers licence through fear. Giving children confidence to handle the world is a great gift.

I don’t expect this comment to pass without a few thumbs down. That’s life.