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Elon Musk: Officially a fraud and piece of shit. Official or unofficial war criminal?


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2 hours ago, Chopper said:

An article maybe 10 months ago explained how the E prefix for automobile purposes was trademarked by, I believe, BMW (although I want to say Ford and I'm not a car person so perhaps someone else recalls).

 

It's Ford. It's the name of their EV division. Model E

https://www.freep.com/story/money/cars/ford/2022/03/02/ford-model-e-electric-tesla-trademark/9339917002/

 

59 minutes ago, C-Man said:

Doesn't Mercedes have an "E" class of sedans?

Yes, but that's just the class, not the model, that is E350.

Ford owns "Model E" specifically. Musk only thinks in 'leet' speak, so his result is Model 3.

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1 hour ago, Francisco 2.0 said:

https://arstechnica.com/tech-policy/2023/12/elon-musk-told-bankers-they-wouldnt-lose-any-money-on-twitter-purchase/

 

 

 

 

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Selling the $12.5 billion of bonds and loans below 60 cents on the dollar—a price many investors believe the banks would be lucky to achieve in the current market—would imply losses before accounting for X’s interest payments of $4 billion or more, writedowns that have not yet been publicly reported by the syndicate of lenders, according to FT calculations. The debt is split between $6.5 billion of term loans, as well as $6 billion of senior and junior bonds and a $500 million revolver.

Morgan Stanley, Bank of America, Barclays, MUFG, BNP Paribas, Mizuho and Société Générale declined to comment. A spokesperson for X declined to comment. Musk did not return a request for comment.

The banks have held the debt on their balance sheets instead of selling at a steep loss in the hope that X’s performance will improve following a series of cost-cutting measures. Several people involved in the transaction noted that there was no plan to sell the debt imminently, with one saying there was no guarantee the banks would be able to offload the debt even in 2024.

The people involved in the deal cautioned that Musk’s guarantee was not based on any formal contract. One said they understood it as a boastful statement that the entrepreneur had never let his lenders down.

“I have never lost money for those who invest in me and I am not starting now,” he told Axios earlier this month, when asked about a separate fundraising push by his company X.ai Corp.

Some on Wall Street view Musk’s personal guarantees with skepticism, given that he tried to back out of his agreement to buy Twitter despite a watertight contract, before relenting.

Nevertheless, the guarantee from a man whose net worth Forbes pegs at about $243 billion has helped some of the bankers make the pitch to their internal committees that they can ascribe a higher price to the debt while they hold it on their balance sheets.

Morgan Stanley, the largest lender on the deal, in January disclosed $356 million in mark to market losses on corporate loans it planned to sell and loan hedges. Banks rarely report specific losses tied to an individual bond or loan, and often report write downs of multiple deals together.

Wall Street was saddled with the Twitter buyout loan at the same time they were holding a smattering of other hung bridge loans—deals they were forced to fund themselves after failing to raise cash in public bond and loan markets. The FT has previously reported on large losses tied to other hung loans at the time, including the buyouts of technology company Citrix and television rating provider Nielsen.

How the debt has been marked on bank balance sheets has been an open question for traders and investors across Wall Street, given how much X’s business has deteriorated since Musk bought the company.

Musk, already out of favor with marketers for loosening content moderation, last month lost more advertisers after endorsing an antisemitic post. In November he followed by telling brands that were boycotting the business over his actions to “go fuck” themselves, criticising Disney’s Bob Iger in particular.

According to a report last week from market intelligence firm Sensor Tower, in November 2023 total US ad spend among the top 100 advertisers on X was down nearly 45 percent compared with October 2022, prior to Musk’s takeover.

 

 

Tech and finance bros are so predictable. Musk ask for money, they line up and say yes just to get in his orbit. They did zero due diligence on this deal (sounds familiar) and did it so they could have ties to Elon, because "ElOn mUsk Is A GeNiUS, WE mUst gIVE HiM MOneY!!!" It's also the reason why these guys hung on to it thus far, for the chance to stay in the circle. Morons.

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7 minutes ago, Captain Ron said:

 

Tech and finance bros are so predictable. Musk ask for money, they line up and say yes just to get in his orbit. They did zero due diligence on this deal (sounds familiar) and did it so they could have ties to Elon, because "ElOn mUsk Is A GeNiUS, WE mUst gIVE HiM MOneY!!!" It's also the reason why these guys hung on to it thus far, for the chance to stay in the circle. Morons.

So the big banks are done loaning this shit-bird money, right?

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13 minutes ago, C-Man said:

So the big banks are done loaning this shit-bird money, right?

Reports out now that Musk told the banks they won't lose money on this deal. I wonder if that is suggesting a back-room/personal promise that might or might not be illegal. It's paywalled for me: https://www.ft.com/content/bc0b6534-c1b6-4979-bc21-30c1ff4594a2?

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On 12/13/2023 at 10:40 PM, Captain Ron said:

For the more rational, just remember: companies don’t love you, you may love your job, love your work and be the model employee. And your company in a bad spot might still let you go. Why? Because in the end they don’t give a shit. 

I worked for a company that selected a guy who had terminal cancer to layoff.  He was still trying to fight it and going to work was both difficult but a chance to escape and do the work he enjoyed.   

40 minutes ago, Captain Ron said:

 

Tech and finance bros are so predictable. Musk ask for money, they line up and say yes just to get in his orbit. They did zero due diligence on this deal (sounds familiar) and did it so they could have ties to Elon, because "ElOn mUsk Is A GeNiUS, WE mUst gIVE HiM MOneY!!!" It's also the reason why these guys hung on to it thus far, for the chance to stay in the circle. Morons.

What and take responsibility for fucking up?  It is easier to just go with the herd and hope for systemic rewards.  

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On 12/13/2023 at 10:40 PM, Captain Ron said:

For the more rational, just remember: companies don’t love you, you may love your job, love your work and be the model employee. And your company in a bad spot might still let you go. Why? Because in the end they don’t give a shit. 

Yep.  Wizards of the Coast/Dungeons and Dragons have been consistently profitable, and they grew their revenue 40% in the last quarter (whereas many parts of Hasbro didn't come close to that), but Hasbro is gutting them, and it's fucking weird, because they aren't laying off the last hired, or one or two projects, but people who were helping with that profitability and whose jobs impact a lot of other employees, or that couldn't be easily made up by assigning their duties to other people.  Of course, there are conspiracy theories that it's a sign that they are going to kill off Wizards/DND, but I'll save that for the gaming thread.

https://www.geekwire.com/2023/hasbro-laying-off-wizards-of-the-coast-staff-is-baffling-and-could-lead-to-a-brain-drain/#:~:text=In its most recent earnings,subsidiaries had been laid off.

 

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1 minute ago, atomheartbevo said:

Yep.  Wizards of the Coast/Dungeons and Dragons have been consistently profitable, and they grew their revenue 40% in the last quarter (whereas many parts of Hasbro didn't come close to that), but Hasbro is gutting them, and it's fucking weird, because they aren't laying off the last hired, or one or two projects, but people who were helping with that profitability and whose jobs impact a lot of other employees, or that couldn't be easily made up by assigning their duties to other people.  Of course, there are conspiracy theories that it's a sign that they are going to kill off Wizards/DND, but I'll save that for the gaming thread.

https://www.geekwire.com/2023/hasbro-laying-off-wizards-of-the-coast-staff-is-baffling-and-could-lead-to-a-brain-drain/#:~:text=In its most recent earnings,subsidiaries had been laid off.

 

I think it's more MBA toddlers that see their IP as just numbers in a ledger doing the "well if I can't exploit the shit out of this playerbase and goodwill, NOBODY can!" There's probably some placs that will get them a chance at a marginal increase in return on investment, so it's the signal to burn it all down 

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58 minutes ago, Captain Ron said:

Tech and finance bros are so predictable. Musk ask for money, they line up and say yes just to get in his orbit. They did zero due diligence on this deal (sounds familiar) and did it so they could have ties to Elon, because "ElOn mUsk Is A GeNiUS, WE mUst gIVE HiM MOneY!!!" It's also the reason why these guys hung on to it thus far, for the chance to stay in the circle. Morons.

When you realize most finance bros are just gamblers, and not prudent investors, the finance industry makes a lot more sense 

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1 hour ago, Nivek said:

I worked for a company that selected a guy who had terminal cancer to layoff.  He was still trying to fight it and going to work was both difficult but a chance to escape and do the work he enjoyed.   

What kind of an animal is in charge of the HR decisions at that company? 

Someone should fight them!!! 

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2 hours ago, Captainant said:

I think it's more MBA toddlers that see their IP as just numbers in a ledger doing the "well if I can't exploit the shit out of this playerbase and goodwill, NOBODY can!" There's probably some placs that will get them a chance at a marginal increase in return on investment, so it's the signal to burn it all down 

I think MBA's look at Lego* (spoilered) and think, that's the turn around we need. That's the fortune-making, career-making turn-around people care about. Not coming in and ruining the Hasbro gamers fun to get 1% gains in sales YoY.

And by the way, HASBRO cut across all functions - 1900 people in total in 2023.

I mean, the COVID bump in demand that fueled a lot of record profits and hiring in certain industries is over, we get that, but firing people two weeks before Christmas is pretty much evil.

Spoiler

*LEGO

2003: Lego is near bankruptcy, sales down 30% and losing $300 million/year while sitting on $800 million of debt

2022: Lego has sales of $9.3bn (10x 2004) over 904 LEGO stores globally and the Lego movies has done nearly half a billion dollars.

This turn around was planned and executed by almost exclusively MBA's from the best and brightest schools by one of the most prestigious financial firms in the world. But "meh", MBA's are just ruining people's fun, that's all they set out to do the big meanies.

 

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1 hour ago, Prepuce of Doom said:

What kind of an animal is in charge of the HR decisions at that company? 

Someone should fight them!!! 

"How long did the doctor give you?"

"Six months."

"Yeah, that doesn't really work for us. If he'd said three, we may have been able to work with that. Anyway, thanks for everything. Enjoy the rest of your life."

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2 hours ago, BeardIP said:

Reports out now that Musk told the banks they won't lose money on this deal. I wonder if that is suggesting a back-room/personal promise that might or might not be illegal. It's paywalled for me: https://www.ft.com/content/bc0b6534-c1b6-4979-bc21-30c1ff4594a2?

 

Ask and ye shall receive:

 

Quote

Elon Musk privately told some of the bankers who lent him $13bn to fund his leveraged buyout of Twitter that they would not lose any money on the deal, according to five people familiar with the matter.

The verbal guarantees were made by Musk to banks as a way to reassure the lenders as the value of the social media site, now rebranded as X, fell sharply after he completed the acquisition last year.

 

Quote

Despite the assurances, the seven banks that lent money to the billionaire for his buyout — Morgan Stanley, Bank of America, Barclays, MUFG, BNP Paribas, Mizuho and Société Générale — are facing serious losses on the debt if and when they eventually sell it.

The sources did not specify when Musk’s assurances were made, although one noted Musk had made them on several occasions. But the billionaire’s behaviour, both in attempting to back out of the takeover in 2022 and more recently in alienating advertisers, has more broadly stymied the banks’ efforts to offload the debt since he engineered the takeover.

 

Spoiler

Large hedge funds and credit investors on Wall Street held conversations with the banks late last year, offering to buy the senior-most portion of the debt at roughly 65 cents on the dollar. But in recent interviews with the Financial Times, several said there was no price at which they would buy the bonds and loans, given their inability to gauge whether Linda Yaccarino, X’s chief executive, could turn the business around.

One multibillion-dollar firm that specialises in distressed debt called X’s debt “uninvestable”.

Selling the $12.5bn of bonds and loans below 60 cents on the dollar — a price many investors believe the banks would be lucky to achieve in the current market — would imply losses before accounting for X’s interest payments of $4bn or more, writedowns that have not yet been publicly reported by the syndicate of lenders, according to FT calculations. The debt is split between $6.5bn of term loans, as well as $6bn of senior and junior bonds and a $500mn revolver.

Morgan Stanley, Bank of America, Barclays, MUFG, BNP Paribas, Mizuho and Société Générale declined to comment. A spokesperson for X declined to comment. Musk did not return a request for comment.

The banks have held the debt on their balance sheets instead of selling at a steep loss in the hope that X’s performance will improve following a series of cost-cutting measures. Several people involved in the transaction noted that there was no plan to sell the debt imminently, with one saying there was no guarantee the banks would be able to offload the debt even in 2024.

The people involved in the deal cautioned that Musk’s guarantee was not based on any formal contract. One said they understood it as a boastful statement that the entrepreneur had never let his lenders down.

“I have never lost money for those who invest in me and I am not starting now,” he told Axios earlier this month, when asked about a separate fundraising push by his company X.ai Corp.

Some on Wall Street view Musk’s personal guarantees with scepticism, given that he tried to back out of his agreement to buy Twitter despite a watertight contract, before relenting.

Nevertheless, the guarantee from a man whose net worth Forbes pegs at about $243bn has helped some of the bankers make the pitch to their internal committees that they can ascribe a higher price to the debt while they hold it on their balance sheets.

Morgan Stanley, the largest lender on the deal, in January disclosed $356mn in mark to market losses on corporate loans it planned to sell and loan hedges. Banks rarely report specific losses tied to an individual bond or loan, and often report writedowns of multiple deals together.

Wall Street was saddled with the Twitter buyout loan at the same time they were holding a smattering of other hung bridge loans — deals they were forced to fund themselves after failing to raise cash in public bond and loan markets. The FT has previously reported on large losses tied to other hung loans at the time, including the buyouts of technology company Citrix and television rating provider Nielsen.

How the debt has been marked on bank balance sheets has been an open question for traders and investors across Wall Street, given how much X’s business has deteriorated since Musk bought the company.

Musk, already out of favour with marketers for loosening content moderation, last month lost more advertisers after endorsing an antisemitic post. In November he followed by telling brands that were boycotting the business over his actions to “go fuck” themselves, criticising Disney’s Bob Iger in particular.

According to a report last week from market intelligence firm Sensor Tower, in November 2023 total US ad spend among the top 100 advertisers on X was down nearly 45 per cent compared with October 2022, prior to Musk’s takeover.

 

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57 minutes ago, BeardIP said:

I think MBA's look at Lego* (spoilered) and think, that's the turn around we need. That's the fortune-making, career-making turn-around people care about. Not coming in and ruining the Hasbro gamers fun to get 1% gains in sales YoY.

And by the way, HASBRO cut across all functions - 1900 people in total in 2023.

I mean, the COVID bump in demand that fueled a lot of record profits and hiring in certain industries is over, we get that, but firing people two weeks before Christmas is pretty much evil.

  Reveal hidden contents

*LEGO

2003: Lego is near bankruptcy, sales down 30% and losing $300 million/year while sitting on $800 million of debt

2022: Lego has sales of $9.3bn (10x 2004) over 904 LEGO stores globally and the Lego movies has done nearly half a billion dollars.

This turn around was planned and executed by almost exclusively MBA's from the best and brightest schools by one of the most prestigious financial firms in the world. But "meh", MBA's are just ruining people's fun, that's all they set out to do the big meanies.

 

It's not really an MBA-Finance thing.  It is a leadership issue.  So many have stupid ideas such as ("let's fire X% annually to make sure we have only the best and brightest!") because targeted removals would be harder and take more time.   The assumption is that everyone needs a haircut, but the reality is that some managers run lean groups appropriate to their needs and forcing them to remove people that are difficult to train-up fucks over the productivity because they already behaved responsibly.   

From a MBA Finance perspective, they may be projecting a downturn in the demand and want to get ahead of it, or sell off a branch that they think they can get more money from.  Or they may be on a schedule to ditch a product line for some reason where they are projecting lower cash flows from it.     IIRC, Weatherford was in a pickle years ago, and they sold off some of their better assets as part of a process to turn the company around.  

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3 hours ago, Neonmoon said:

When you realize most finance bros are just gamblers, and not prudent investors, the finance industry makes a lot more sense 

It is about risk.  If Elon keeps having companies do well, one might think the next venture will do well and there is a fear of missing out/herd mentality that people go through.    Its why we have market bubbles.  

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44 minutes ago, Nivek said:

It's not really an MBA-Finance thing.  It is a leadership issue.  So many have stupid ideas such as ("let's fire X% annually to make sure we have only the best and brightest!") because targeted removals would be harder and take more time.   The assumption is that everyone needs a haircut, but the reality is that some managers run lean groups appropriate to their needs and forcing them to remove people that are difficult to train-up fucks over the productivity because they already behaved responsibly.   

From a MBA Finance perspective, they may be projecting a downturn in the demand and want to get ahead of it, or sell off a branch that they think they can get more money from.  Or they may be on a schedule to ditch a product line for some reason where they are projecting lower cash flows from it.     IIRC, Weatherford was in a pickle years ago, and they sold off some of their better assets as part of a process to turn the company around.  

Good points, and keeping it e-vehicle focused.

GM just laid off 900 people in their Cruise division (24% of the workforce), 10 days before Christmas. Evil.

And don't you tell me that the new union pay and the costs to the bottom line had zero input into that business math.

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The other day I logged in to Twitter and saw the Longhorns, Oklahoma were trending.  I check and see about the Texas Women's Volleyball team.  Nice pictures and short video of the ladies celebrating.  I scroll down and there is some image that has to be clicked on to reveal by some lady that had a porn sounding name.   I then click on Oklahoma thinking they lost another one, and the first two tweets are videos of guys jerking off.     No filter, no image that has to be clicked on.    I back out and somehow the rest of the random posts are right wing jack asses pushing russian talking points.   

I am surprised that people think Twitter has a $20 billion value.   It is absolutely saturated with crap, misinformation, ads, and surprise porn.   I might think it was great is I was bottle fed vodka and Mountain Dew or Ecuadorian applesauce.   

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3 minutes ago, Nivek said:

The other day I logged in to Twitter and saw the Longhorns, Oklahoma were trending.  I check and see about the Texas Women's Volleyball team.  Nice pictures and short video of the ladies celebrating.  I scroll down and there is some image that has to be clicked on to reveal by some lady that had a porn sounding name.   I then click on Oklahoma thinking they lost another one, and the first two tweets are videos of guys jerking off.     No filter, no image that has to be clicked on.    I back out and somehow the rest of the random posts are right wing jack asses pushing russian talking points.   

I am surprised that people think Twitter has a $20 billion value.   It is absolutely saturated with crap, misinformation, ads, and surprise porn.   I might think it was great is I was bottle fed vodka and Mountain Dew or Ecuadorian applesauce.   

He pretty much turned it into 4Chan and then acts like it's unreasonable for advertisers to be hesitant. 

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8 minutes ago, Nivek said:

The other day I logged in to Twitter and saw the Longhorns, Oklahoma were trending.  I check and see about the Texas Women's Volleyball team.  Nice pictures and short video of the ladies celebrating.  I scroll down and there is some image that has to be clicked on to reveal by some lady that had a porn sounding name.   I then click on Oklahoma thinking they lost another one, and the first two tweets are videos of guys jerking off.     No filter, no image that has to be clicked on.    I back out and somehow the rest of the random posts are right wing jack asses pushing russian talking points.   

I am surprised that people think Twitter has a $20 billion value.   It is absolutely saturated with crap, misinformation, ads, and surprise porn.   I might think it was great is I was bottle fed vodka and Mountain Dew or Ecuadorian applesauce.   

Yeah, this stuff is driving people away - I still follow a few accounts there, and yeah yeah, I've moved my stuff to Threads, but not everybody has moved yet.  Anyways, I'll see somebody make an interesting comment in a twitter thread, and if I click on a response, or scroll down a few pages, it'll turn into absolute shit.

I wish the Longhorn athletic accounts were all over on Threads, because sports twitter is going to shit with this stuff.

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11 minutes ago, BeardIP said:

Good points, and keeping it e-vehicle focused.

GM just laid off 900 people in their Cruise division (24% of the workforce), 10 days before Christmas. Evil.

And don't you tell me that the new union pay and the costs to the bottom line had zero input into that business math.

I don't know those specifics but a quick internet search said that all of the GM Cruise vehicles are grounded from operating after a pedestrian was hit and dragged by one of these driverless cars.   Many of the workers axed will remain on the payroll until mid Feb and get their end of year bonus + 8 weeks severance,  according to this link.   The new head of the project decided to scale back from launching the project in 4 states to focusing on a single city/region.

Spoiler

Today, we are making staff reductions that will affect 24% of full-time Cruisers, through no fault of their own. We are simplifying and focusing our efforts to return with an exceptional service in one city to start with and focusing on the Bolt platform for this first step before we scale. As a result, we are reducing our employee counts in operations and other areas. These impacts are largely outside of engineering, although some Tech positions are impacted also. As you might have learned, yesterday, we took action to part ways with several SLT members.  

and

Spoiler

Those who were laid off will remain on payroll through February 12th and are eligible for an additional eight weeks of pay. Long-term employees are being offered an additional two weeks’ pay per every year at Cruise over three years. Everyone will receive an end-of-the-year bonus, as well as extended medical and dental coverage, immigration support, and other benefits. The full memo was posted on Cruise’s website.

Cruise has said it will eventually relaunch its driverless ridehail operations in just one city. The company will also “prioritize” the Chevy Bolt platform it uses for its fleet, indicating that production of its Origin shuttle without steering wheel and pedals will remain indefinitely paused.

This one doesn't seem so bad to me. 

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6 hours ago, atomheartbevo said:

Yeah, this stuff is driving people away - I still follow a few accounts there, and yeah yeah, I've moved my stuff to Threads, but not everybody has moved yet.  Anyways, I'll see somebody make an interesting comment in a twitter thread, and if I click on a response, or scroll down a few pages, it'll turn into absolute shit.

I wish the Longhorn athletic accounts were all over on Threads, because sports twitter is going to shit with this stuff.

I deleted my account after blocking Elon and only liked posts that exposed his bullshit for a while. Now I only click through to see things posted on forums like this and so it's surprisingly easy to not see ads and crazy bullshit.

I could never imagine a scenario where I would just go to Twitter and look around or browse it. Fuck that. 

I think one of the best things actual media can do is to keep referring to it as "X, formerly Twitter" in perpetuity. Just hammer home that he threw away literally invaluable brand recognition in pursuit of a turn of the century pipe dream. I love that every page that I see still says Twitter on it in some form. What a transition!

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9 hours ago, BearMace said:

I think one of the best things actual media can do is to keep referring to it as "X, formerly Twitter" in perpetuity. Just hammer home that he threw away literally invaluable brand recognition in pursuit of a turn of the century pipe dream. I love that every page that I see still says Twitter on it in some form. What a transition

If you go to x.com you are redirected to twitter.com. The website is still Twitter lol

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nothing major but for anyone interested - Tulane Law Prof for business and securities with an update on a couple lawsuits against/regarding twitter & musk purchase issue:

(In addition to the blog post Lipton also has drafted an article to be published in 2024 by Virginia Law & Business Review. It's about Musk and the Twitter saga, but you have to access the pdf (free) through this link https://papers.ssrn.com/abstract=4442029 It's entitled "Every Billionaire is a Policy Failure" and runs 84 pages though it's probably 60% footnotes - so lengthy but skim-able).

 

image.thumb.png.5a6d0f6027cf9e6e927f5dd3ba84a9c7.png

tldr in Pampena v. Musk the judge refused to dismiss some claims against Musk, alleging Musk misled investors about the number of bots on twitter and twitter's obligations to provide him certain information before the sale, and thus caused certain investors to lose money based on Musk's stated intention to not close the deal unless the correct bot information was provided by twitter at the time. She ponders a bit on Musk's defense. She also discussed a case California, Baker v. Twitter, alleging Twitter committed fraud with respect to its spam counts, and that Musk’s accusations revealed the truth.  The basis for that lawsuit is Musk himself admitted Twitter’s statements were false, and Musk’s accusations were sufficiently credible to sustain a complaint, given his access to internal information. As Lipton concludes, "we could have parallel securities class actions, both based on Musk’s accusations that Twitter committed fraud, one claiming the accusations were false, the other claiming they were true – and Musk is (directly or indirectly) liable for damages in both."

https://lawprofessors.typepad.com/business_law/2023/12/call-it-an-early-twitter-christmas-gift.html

Spoiler

You may already have seen the news that Judge Charles Breyer refused to dismiss claims against Elon Musk arising out of l’affaire Twitter.  Specifically, a class of shareholders alleged that Musk’s desperate efforts to get out of the deal – including his accusation of spam and his insistence that Twitter violated its contractual obligations by refusing to provide him with information – depressed the price of Twitter stock by creating uncertainty regarding closing.  As a result, some investors were harmed by selling stock too soon.  In Pampena v. Musk, 2023 WL 8588853 (N.D. Cal. Dec. 11, 2023), Judge Breyer dismissed claims based on several of Musk’s statements, but sustained others.  He reasoned:

The May 13 tweet reads as follows: “Twitter deal temporarily on hold pending details supporting calculation that spam/fake accounts do indeed represent less than 5% of users.” … Defendant represented to a reasonable investor that the Twitter deal was on hold—and would not close—until Twitter provided information supporting its bot calculations. Or, put another way, a reasonable investor could have plausibly understood that Twitter was obligated to provide Defendant with the requested information for the deal to close…. The Court finds that Defendant's statement did give an impression materially different from the state of affairs that existed. Plaintiffs have plausibly alleged that Defendant waived due diligence as a condition to the Merger Agreement, and thus that Twitter had no obligation under the Merger Agreement to provide information supporting its bot calculations. Because Twitter did not have an obligation to provide this data to Defendant under the terms of the Merger Agreement, Defendant's representation that Twitter did have this obligation in order for the deal to close was false.

Plaintiffs state the Defendant “baselessly” announced that fake and spam accounts make up at least 20% of Twitter's users during the “All in Summit,” a tech conference in Miami. Plaintiffs argue that each of Defendant's statements misled investors in “represent[ing] that [Defendant] had some right to data or to cancel the Merger agreement thereto, which he did not.”… Even if Defendant's statement was literally true based on his “random sample” calculation or some other means of data analysis, the complaint plausibly alleges that the statement misled the investing public to believe that Defendant received—and was basing his statement on—bot user data from Twitter, which was not the case…. In light of Defendant's May 13, 2022 tweet that the deal was on hold pending details that spam/fake accounts represent less than 5% of users, a reasonable investor would likely find Defendant's access to and findings about Twitter's data to be material to their investment decision-making. Moreover, Defendant's statement suggested that Twitter had significantly more bot users than reported in its most recent SEC filings, a fact which would certainly be material to an investor given the nature of Twitter's business.

….

Plaintiffs argue that Defendant's May 17, 2022 tweet that the number of fake accounts on Twitter could be “much higher” than 20% and that the deal “cannot move forward” was false because it created the impression that Defendant was entitled to due diligence and that he had the right to terminate the merger. The tweet is composed of two parts: (1) Twitter is made up of 20% fake/spam accounts, which Defendant thinks could be higher than 20%, and (2) the deal cannot move forward until the Twitter CEO shows proof that the spam accounts are less than 5%... it is reasonable that investors would infer that Defendant, the next day, tweeted about user data because he actually received evidence from Twitter “demonstrating that Twitter's SEC filings were false and that the number of fake accounts exceeded 5%.” For the same reason, Plaintiffs have adequately alleged that this tweet would alter the “total mix” of information available to investors, and is therefore material.

The second statement is materially false or misleading for the same reasons that the May 13, 2022 tweet is materially false or misleading. Plaintiffs plausibly allege that Defendant waived due diligence as a condition to the Merger Agreement, and thus that Twitter did not have an obligation to provide him with “proof” that spam accounts make up less than 5% of users.  In contrast, the statement that the deal “cannot move forward” until he receives “proof of <5%” fake/spam account implies that Twitter did have an obligation to provide this data to Defendant and that Defendant was able to terminate the deal absent Twitter doing so. Accordingly, the Court concludes that Plaintiffs have adequately pleaded a material misrepresentation with respect to this tweet.

Among other things, Musk alleged that the plaintiffs could not demonstrate loss causation, because the “truth” was never revealed.  Now, I mean, that doesn’t make … sense … in a depressed stock case.  The truth doesn’t have to be revealed for a depressed price case in order to show losses; the losses occur when you sell your stock too cheaply even if the truth is never revealed to the market and remains a secret.  This is not like an inflated price case, where you buy at the inflated price but so long as the price remains high, you can sell and recoup the overpayment.  But, nonetheless, Judge Breyer held that the plaintiffs sufficiently alleged a connection between the statements and their losses because:

With respect to the statements that the deal was “temporarily on hold” (the May 13, 2022 tweet) as well as the statement that the deal “cannot move forward” until Twitter showed proof of its bot-user claims (within the May 17, 2022 tweet), Plaintiffs adequately plead loss causation through corrective disclosure…. Plaintiffs have plausibly alleged that when Defendant announced that he would move forward with the deal—after a public battle with Twitter about the Merger Agreement and absent any apparent resolution around his due diligence requests—the market reasonably reacted to the “truth” that Twitter never had the obligation to provide the bot-account information to Defendant.

Now, the interesting thing here is that the claims sustained were based on Musk’s statements on May 13, 2022, May 16, 2022, and early May 17, 2022.  But the merger agreement was filed on an 8-K on April 26.  And at that point, everyone on the planet was aware of what Twitter’s obligations were and were not.  There was, you may recall, something of a public conversation about that very issue.  So it was a bit … surprising … to see Judge Breyer conclude that the truth about Twitter’s obligations was only revealed when Musk caved in Delaware. 

That said, I’ve read Musk’s briefing and he seems more devoted to claiming that Twitter did, in fact, owe additional information under the merger agreement than to claiming that any mischaracterizations were immaterial because the public could evaluate Twitter’s obligations themselves.  So.  There you go.

But here’s the fun part.

There is another purported securities class action currently pending in the Central District of California, Baker v. Twitter, that also arises out of Musk’s efforts to get out of the Twitter deal.  This case, however, alleges that Twitter committed fraud with respect to its spam counts, and that Musk’s accusations revealed the truth.  The entire predicate of the action is that Musk himself admitted Twitter’s statements were false, and Musk’s accusations were sufficiently credible to sustain a complaint, given his access to internal information.  And the court agreed!  In August, the court held that one of Musk’s accusations – that Twitter lied about removing identified spam from the mDAU – had a sufficient basis to allege fraud on the part of Twitter.  See Baker v. Twitter, 2023 WL 6932568 (C.D. Cal. Aug. 25, 2023).  The court dismissed the complaint for failure to allege loss causation, but plaintiffs are repleading.  And, of course, since Musk now owns Twitter, he’s going to be the one who has to defend against the fraud accusations if the case goes much further.

Which means, we could have parallel securities class actions, both based on Musk’s accusations that Twitter committed fraud, one claiming the accusations were false, the other claiming they were true – and Musk is (directly or indirectly) liable for damages in both.

Anyhoo, I’ll just conclude by (once again) plugging my paper on Twitter v. MuskEvery Billionaire is a Policy Failure, now forthcoming in the Virginia Law & Business Review.

 

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6 hours ago, Chopper said:

the master of memes and gambits

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I mean, that second headline is just false, but ok. I hate Elon as much as anyone,  but we shouldn’t push lies. They are changing the software for people that have autopilot (which is certainly not every Tesla ever sold) and the change is to alert moron drivers more often that they are being moron drivers. 

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11 hours ago, Biff Tannen said:

I mean, that second headline is just false, but ok. I hate Elon as much as anyone,  but we shouldn’t push lies. They are changing the software for people that have autopilot (which is certainly not every Tesla ever sold) and the change is to alert moron drivers more often that they are being moron drivers. 

image.thumb.png.98b60529c7936178a81d2b215bd41a9b.png

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I guess you're saying a major fix in the software isn't a recall because it'll (supposedly) happen through a new software version? But recall is the terminology used in the gov't, industry and media, and the changes being forced by the DOT appear to be significant. The recall -- or forced repair, if you prefer, is a huge step back from where Tesla could claim to be with their "autopilot" feature before just last week.

edit - okay I'm tired and missed your full point but 2 million vehicles seems to represent pretty much every vehicle Tesla has ever sold in the US. (and was I triggered by your 'pushing lies' accusation? sure a little :) )

 

Edited by Chopper
  • Hook 'Em 1
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4 hours ago, Neonmoon said:

Isn’t Waymo way ahead of him anyway?

 

3 hours ago, Captain Ron said:

Well they had self driving cars on the road. Someone was here chatting a few months back about how Elmo put more self driving cars than anyone. That’s pretty weird when the number is 0. Waymo and Cruise had many on the road. 

I've seen a Waymo data collection rig on I-45 a couple times driving between Dallas and Houston - they're using a shitload more than just video. From what I could see, they had pods on each corner with video and radar, and spinners for LIDAR on top

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3 hours ago, Neonmoon said:

I mean the fact Waymo actually has these on streets with people able to use them definitely means they’re light years ahead of Tesla 

Waymo uses lidar. Tesla does not. Lidar is much safer and accurate for self driving vehicles. Tesla only uses images from cameras. Your eyes can play tricks on you, but lidar knows better. 

https://www.theverge.com/23776430/lidar-tesla-autonomous-cars-elon-musk-waymo

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On 12/16/2023 at 11:07 AM, Nivek said:

The more ridiculous part to me is how dated putting “x” on things is to try to sell it to GenX’ers who are now in our 40-50s.

Well fuck me. I never thought of that.

I’ve never been much of a user of twitter because I always found the user experience kinda shitty. But I call it twiX now.

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3 hours ago, Chopper said:

Twitter is totally safe for advertisers. Fuck Bob Ig oh wait.

image.thumb.png.7573e80894a7b792a17c943b6584ab05.png

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"That can't be real?!!"   https://www.businesspost.ie/news-focus/the-x-files-leaked-documents-reveal-how-staff-were-stripped-of-power-to-remove-toxic-content/

 

Posts that deny violent events right after re-instating Alex Jones.  
Sandy Hook lawyers already browsing luxury yacht websites. 

  • Hook 'Em 3
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21 hours ago, Biff Tannen said:

I mean, that second headline is just false, but ok. I hate Elon as much as anyone,  but we shouldn’t push lies. They are changing the software for people that have autopilot (which is certainly not every Tesla ever sold) and the change is to alert moron drivers more often that they are being moron drivers. 

Well don't send yours in for the recall then

Kobe Bryant Yes GIF

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