저자: Kevin · 외국인
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민주당 임명 판사가 머스크의 테슬라 550억달러 규모 스톡옵션 보상안을 무효화(rescission)함. 판사는 이사회 독립성 기재 부정확, 협상 부재, 과도한 보상 규모(유사안 대비 33배·250배) 등을 지적. 진행자는 장기적으로는 주주에게 이익이라 보나, 불확실성 때문에 단기 주가는 하락 중이며 지지선(175~178) 주목. 테슬라 현금 과대평가 지적하며 부채 대비 현금이 적다고 설명.
다듬은 글
well a democratic judge just told Elon Musk his $55 billion paycheck is worthless yeah that's essentially exactly what just happened Elon Musk with a board that he had close relations with at least according to the judge had a 21 approximately perent ownership in Tesla at the time that he was granted options to control an extra 6% of Tesla if he grew Tesla's market cap by $600 billion the arrangement was nicknamed 6% for $600 billion and the argument was hey the stock plan was approved by the majority of the shareholders not including musk the majority of the minority that's known as well the judge decided hey was the board actually impartial in balancing their favoritism for Elon Musk with balancing their fiduciary obligation to shareholders did the board make the right decision and evaluating whether or not the board made the right decision the judge had to decide how much time does Elon Musk spend at Tesla oh interesting he's spending most of his time at Twitter before the trial oh interesting he's spending about half of his time at SpaceX and half of his time at Tesla before that hm did the board negotiate any time commitments with Elon Musk hm these are some of the comments that the judge made in their ruling against Elon Musk ultimately arguing that the world's in their quote richest person in the world although I think lvmh's owner just took that uh title but anyway well probably certainly after today's ruling but anyway was the world's richest person overpaid again Elon Musk was offered 12 tranches TW for uh and and then ultimately that would have added added up to uh an additional 6% in ownership for Tesla and ultimately the judge ruled that this was not a fair Compensation Plan given that it was 33 times larger than the plan's closest comparison 250 times larger than any similar comparison plan the judge was appointed the judge whose name is Kathleen McCormick also going by Kathleen St Jude McCormick born 1979 an American lawyer sitting on the Delaware Court of Chancery appointed by a Democratic governor in 2018 Governor John Carney McCormack the judge went to Harvard University for her ba and got her JD from Notre Dame decided that a review of the fairness of the plan failed to meet the burdens required and that the entire plan is essentially rescinded because musk had too much control over Tesla for his stock comp plan to be considered fair and therefore the entire plan is trashed so now the question is and I'll show some more highlights here but now the question is what happens now Elon Musk has already responded with a tweet saying basically never incorporate your business in Delaware which is a place most corporations go to incorporate he quotes uh well he tweets I quote never incorporate your company in the state of Delaware very verbose here but anyway the question now is what ends up happening well in my opinion ownership of Elon has to be transfer or by Elon in Tesla has to be transferred to shareholders which means less dilution for shareholders that should be good for shareholders however it's probably going to be seen as bad since people don't know what elon's going to go do next so we wrote down some options here will a new stock comp plan be selected probably yes will that stock comp plan be greater than what the old one was probably not given that the old one was deemed unfair at 55 bill it's probably going to be less than that option number two is Elon gets nothing but that would probably also be unfair so the reality is Elon will probably have to negotiate with the board of directors and document this negotiation some kind of stock Compensation Plan that is between zero and $55 billion this is basically a democratic judge saying you deserve less pay and the shareholders deserve more of that ownership okay fine so half if let's say you go with a number in the middle is about $27.5 billion could that be deemed reasonable maybe but that does mean Elon Musk unless he wants to buy back the shares it does mean Elon musk's ownership in Tesla would go down Elon Musk has recently complained that he actually wanted his voting rights in Tesla to go up to about 25% well now they're going down they're going in the opposite direction so maybe we're going from 13 to 177% with options down to maybe 7 to 11% with options so Elon musk's ownership might be a lot closer to 10% after this is all said and done plus whatever kind of new plan could occur uh now that would mean shareholders would essentially have greater control over Tesla than Elon Musk there is no dual class of voting so you can't really solve the problem by saying okay Elon we'll give you less pay but you keep control I don't know if that can exist not even Elon thinks that can exist Elon has made it clear in his earnings call that he's not looking for more economics in other words more pay although that could just be PR given that that trial was going on at this time and instead he just wants to keep voting ownership well now the opposite is happening so the question is what can happen well there are a few paths number one you can appeal probably won't go anywhere but you can appeal maybe they'll appeal to Kick the Can out the road number two you come up with a new plan and that's any kind of new plan is just going to take money from Elon and give it to anyone holding Tesla shares that's basically what this is money goes from elon's pocket to Tesla shareholders that's how it works however why is the stock going down well the Stock's probably going to go down on this news because as I wrote here from the POV as a shareholder this is good asterisk because what if Elon loses it in other words he does something rash like now I'm going to take my Ai and take it away from Tesla we're going to take Optimus away from Tesla well then he'll get sued for that but he might do it oh we're going to take FSD away from Tesla well he get sued for that but he might do it oh we're going to develop less AI at Tesla he'll get sued for that but he might do it the point is nobody knows and what does the stock market hate my friends it is simple we talk about in the stocks and psychology of money course and the gold courses link down below with a coupon code expiring tomorrow January 31st at midnight email us at staff kevin.com for coupon codes sorry I had to I had to throw one in there um dos hate uncertainty Elon Musk and Tesla are probably two of the most uncertain entities that exist there is a lot of volatility that exists in my opinion and I'm sorry for Elon but this is good for Tesla shareholders and no stop this nonsense folks Tesla does not have 29 billion in free cash available I'm really honestly exhausted by hearing this people do not read financial statements that's how I know you're not a course member because if you were a course member you would have already read these financial statements it's okay whatever I'll do it for you okay I'll do it for you it's very simple my friends you go to the financial statements okay you go to uh our actual financials and when we go to our financials what we're going to look for is we're going to look for the balance sheet and then over here you're going to go but Kevin we've got about $28 billion in cash and short-term Investments correct but what do you think that money gets used for well those that money is offset sorry there we go that off that money is offset by $14 billion in bills not only $14 billion in accounts payable but acred liabilities of nine so we've got 14.4 billion to pay we've got uh nine in uh in in accured liabilities we've got 14.4 in payables so we've actually got 23.4 billion in bills we've got debt that's due of $2.3 billion this year that's $25.7 billion okay then we've got long-term debts of $8.1 billion so if you think about it there's actually more debt at Tesla than there is cash now the good news is Tesla is free cash flow positive okay so what you could do is you could calculate the free cash at Tesla by taking $29 billion of cash minus out the pay abl and current liabilities I'm not even minusing out deferred revenue okay that brings you to about $3.3 billion of free cash okay cash we don't actually need and now you could add about $1 billion of free cash flow per quarter yes you could do that sure Tesla's got three to four billion dollars of cash sitting around great but is that 29 Bill no sorry like anybody who tweets that just doesn't understand but whatever it's it's okay it's okay again their cash free cash flow is growing so the amount of free cash they have is going up but if they paid all the bills that they owe right now they only have like $3 billion left so just don't work that way it's okay whatever so uh but anyway okay so um let's look at some quotes some summary quotes from the actual uh legal opinion so inaccurately describing key directors as independent is considered misleading and omitted details about the process this is in the voting so the judge is arguing that the Voting is not fair uh no meaningful negotiation over any terms of the plan that was another slam from the judge increase the discount on the publicly disclosed Grant PR so in other words the options pricing was a little convoluted uh at a high level 6% for 6 billion has a lot of appeal however Elon already had 21.9% so Elon stood to gain 10 billion for every 50 billion in market cap was the plan even necessary to retain Elon Musk that's a question made no effort to give a reasonable explanation for the 1% plan trial took place over 5 days the plaintiff is entitled to recision basically a cancellation of the stockhom plan here we go talking about musk divided his time between SpaceX and Tesla he increased his amount of time at Tesla at the end of 2017 but then you balance that with uh how much time Elon spent at Twitter so the judge is really trying to hammer him and in as many places as possible here uh to to Really balance out this argument that uh see there was no negotiation over the size of the grant here's another one where we have whether musk should commit any level of time to Tesla didn't come up none of the participants raised the issue so a lot of Slams on uh on on Elon here and therefore the case ends with the judgment is entered into the plaintiff's favor Tesla Shares are almost down 4% remember we do have a uh a level we have a um support at about 175 to 178 so very interesting Elon probably knew this ruling was coming that's why he brought up voting rights I agree with you I think Elon probably did know that this was coming so very interesting very very very very interesting anyway so that's your summary again yes it is true Democratic judge rules against Elon that is true we know that that is well at least judge appointed by a Democratic governor uh who went to Harvard and Notre Dame uh ruled against Elon yes that is true and is this probably long-term benefit to Tesla shareholders yes because I actually have a strong belief that Elon is not going to go off the deep end over this however people will still price in that risk and that's why I think the share price is down keep in mind most of this liquidity here is uh retail selling probably not understanding really what's going on and so who knows the stock could go up more or down more tomorrow nobody knows it depends how institutions want to react tomorrow so anyway there you have it thanks so much for being here make sure to check out the programs on building your wealth and meet Kevin and email us at staff kevin.com should you have questions thank you so much and we'll seid ly acting as a market maker
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