Nathan Walp

Phoenix, AZ (MAR.07.2026)- First Waymo experience is a terrifying near T-bone accident. Hold your breath. @ChuckCook left turn anyone? #SunsetProject #NeedRouting

.@elonmusk, what if we took @SpaceX public by merging it with Pershing Square SPARC Holdings, Ltd. (SPARC) a new form of acquisition company that was approved by the @SECGov. We could distribute SPARC special purpose acquisition rights (SPARs) to @Tesla shareholders so that all Tesla shareholders would have the right to invest in the SpaceX IPO, or they could choose to sell their SPARs to someone else. This would reward loyal Tesla shareholders with the opportunity to invest in SpaceX (or with cash for their SPARs), while totally democratizing the IPO process. In addition to receiving common stock in SpaceX, exercising SPAR holders would also receive Pershing Square SPARC Holdings II SPARs, which we could use to take @xai public at the time of your choosing. Pershing Square would due diligence on behalf of all shareholders and would commit $4 billion of capital to the IPO at a fixed price per share. SPARC has no underwriting fees, founder stock or shareholder warrants, and we would waive our right to receive SPARC sponsor warrants. The result would be an IPO without any underwriting fees or dilutive securities issued. @SpaceX would go public with a 100% common stock capital structure and it would not incur any transaction costs other than modest legal fees which SPARC would pay from its cash on hand. We could raise whatever amount of capital you would like by adjusting the exercise price of the SPARs. Assuming we issue 0.5 SPARs for each share of Tesla, there would be 1.723 billion SPARs outstanding including the 61.1 million SPARs that are already outstanding. Since one SPAR would be exercisable for two shares of SpaceX, the SPARs would be exercisable for 3.446 billion total SpaceX shares. So, if we set the SPAR exercise price at $11.03, SpaceX would raise $42.0 billion, $38 billion from the exercise of SPARs and $4 billion from Pershing Square, or if we set the SPAR exercise price at $42.0, SpaceX would raise $148.7 billion, $144.7 billion from the SPAR exercise and $4 billion from us. SPARC is indifferent to how much of the shares are primary versus secondary shares giving the company maximum flexibility. We could do due diligence and enter into a definitive agreement committing to the transaction within 45 days, at which point it would be certain that SpaceX would go public at a fixed valuation subject only to SEC approval of the merger proxy/registration statement. Our commitment to the transaction would not be subject to market conditions. We could start work right away and announce the transaction by mid- February. It only seems appropriate that the most innovative and efficient rocket company in the world should go public in the most innovative, efficient, and fairest-to-Tesla-shareholders manner possible. To Mars and beyond! What do you say?

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