"We would not be surprised to see the raise upsized as we expect the company could use the capital, especially as it enters full ramp of the Model 3," said Colin Rusch, an analyst at Oppenheimer & Co. "We would be encouraged to see the company raise closer to US$2b."
The offering is expected to price on Thursday after the market closes, according to a person familiar with the process.
While raising cash isn't critical to releasing the Model 3, it would probably be wise, Musk said on the February 22 earnings call. Tesla has reported losses in all but two quarters since its inception.
"According to our financial plan, no capital needs to be raised for the Model 3, but we get very close to the edge," the chief executive officer told analysts on the call. Since "that's probably not the best thing for shareholders," Musk said, "it probably makes sense to raise capital to reduce the risk."
Musk, 45, is Tesla's chairman and largest shareholder, with a 20.8 per cent stake. He'll participate in the capital raise by purchasing US$25m of common stock, the company said.
The billionaire has borrowed for years from Tesla underwriters including Goldman Sachs Group Inc. and Morgan Stanley. Tesla's prospectus shows Musk has a US$344.4m loan from a unit of Morgan Stanley. He has also borrowed US$279.9m from financial institutions that aren't involved in the company's offering and are secured by a portion of Tesla stock, the company said.
A separate Tesla filing Wednesday showed Deepak Ahuja, who's returning as chief financial officer, was granted options, plus restricted stock units with a market value of US$10.5m on March 13, two days before the capital raise was announced. After leading Tesla from the brink of bankruptcy through its 2010 initial public offering, Ahuja retired in 2015 and will return in April to replace Jason Wheeler, a former vice president of finance at Google.
The Model 3 is the key to Musk's push to reach mainstream consumers. At last count, Tesla had roughly 373,000 reservations for the vehicle. The company's US$41b market value makes it almost as big as Nissan Motor Co. and not far off from Ford Motor Co., rival automakers that sell millions of cars a year.
Tesla produced almost 84,000 vehicles in 2016 and plans to make half a million in 2018, then 1 million in 2020. It expects to deliver as many as 50,000 vehicles in the first half of this year, before ramping up Model 3 production to more than 5,000 a week in the fourth quarter.
Goldman Sachs, Deutsche Bank AG, Citigroup Inc. and Morgan Stanley are leading the stock offering, Tesla said in its prospectus. The automaker has granted underwriters a 30-day option to purchase an additional 15 percent of each offering. The company last tapped bond markets in 2014, when it sold US$2b of convertible notes to help fund its "gigafactory" for battery production east of Reno, Nevada, according to data compiled by Bloomberg.
"Bears will likely say the deal is too small," Ben Kallo, an analyst at Robert W. Baird & Co., said in a note. "We believe this displays Tesla's confidence in the Model 3 timeline and anticipate shares will move higher."