Ackman throws out new listing plan for SpaceX: No traditional IPO, no underwriting fees. Shareholders of Tesla, Inc. (TSLA.US) can get in first.

Billionaire Bill Ackman proposed to take SpaceX public through his Special Purpose Acquisition Rights Tool (SPARC), bypassing the traditional IPO process and giving Tesla shareholders priority investment rights. Ackman announced on social platform X on Saturday that this structure would distribute Special Purpose Acquisition Rights (SPARs) to Tesla shareholders, allowing them to directly invest in SpaceX or cash out their rights. This proposal aligns with Musk's previous statements - he had expressed at Tesla's November shareholder meeting that he hoped Tesla supporters could have the opportunity to invest in SpaceX. According to Ackman's plan, each Tesla share would receive 0.5 SPARs, totaling approximately 1.723 billion SPARs. Each SPAR can be exchanged for two shares of SpaceX stock, meaning a total of 3.446 billion shares. This structure eliminates underwriting fees, founder shares, and shareholder warrants, while maintaining a 100% common stock capital structure. There were rumors previously that SpaceX was seeking financing at an $800 billion valuation, which Musk denied. Reports suggest that SpaceX is preparing for a potential IPO that could reach as high as $1.5 trillion, surpassing the scale of major aerospace competitors. Trading Structure: Eliminating traditional IPO costs Ackman proposed to merge SpaceX with his Pershing Square SPARC Holdings company under Panthex Square SPARC Holdings, which has been approved by the Securities and Exchange Commission. The plan generates about 1.723 billion new SPARs in addition to the 61.1 million SPARs already issued. Each SPAR can be exchanged for two shares of SpaceX stock. The key innovation of this structure is the complete elimination of underwriting fees, founder shares, and shareholder warrants, with Pershing Square also forfeiting its sponsor warrants. This plan maintains a 100% common stock capital structure, avoiding the complex equity arrangements commonly seen in traditional IPOs. Ackman hopes to complete due diligence and a final agreement within 45 days, with a goal of announcing the transaction in mid-February. Financing Scale: Up to $148.7 billion The plan offers significant flexibility in financing scale. If the SPAR exercise price is set at $11.03, SpaceX will raise approximately $42 billion, with $38 billion coming from SPAR exercises and an additional $4 billion from Pershing Square. If the exercise price is raised to $42, total proceeds will increase significantly to approximately $148.7 billion. Ackman pointed out that this structure allows for flexible arrangements between primary and secondary shares. This financing scale aligns with market expectations for SpaceX. Reports suggest SpaceX is preparing for a potential IPO worth up to $1.5 trillion, well above major aerospace competitors like Boeing and Lockheed Martin. Rumors in early December suggested SpaceX was seeking financing at an $800 billion valuation, which Musk publicly denied. Ackman included additional incentive clauses in the proposal. Investors exercising their SPAR rights will receive SPARs from Pershing Square SPARC Holdings II, providing them with potential future investment opportunities in Musk's AI company xAI. This article was excerpted from "Wall Street Watch" and authored by Zhu Xueying. GMTEight Editor: Zhang Jinliang.