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In October 2016, Tesla asked its shareholders to ratify their USD2.4 billion bid for SolarCity. Tesla had announced a series of large projects in the preceding months including the unveiling of the Model 3, the new Solar Roof, and pushing forward the opening of the Gigafactory. All of these projects required high upfront costs, and with SolarCity's debt burden, investors were left questioning whether the acquisition imposes too much financial risk on Tesla as well as the motives behind the move. Weeks prior to the merger, Tesla released its third-quarter financials, which reported record-breaking deliveries, GAAP profits (for the second time in the company's history) of USD22 million, and positive free cash flow of USD176 million. With Wall Street expecting a loss, these results came as a shock. Yet, questions remained regarding the quality of these earnings, which benefitted from the company's sales of zero emission vehicle tax credits and the cancellation of its resale value guarantee program. With the ISS backing Tesla's merger proposal in the days leading up to the final vote, institutional investors and shareholders wondered whether they should vote for or against the deal.