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everyone meet kevin here so there's a lot of crazy stuff going on with tesla we're going to talk about three lawsuits one of which is actually great for elon musk and two of which are not so great for elon musk and we're going to talk about this crazy rumored 20 for one stock split for tesla that's right in case you have not yet heard take a look at this folks this is a notification of corporate action for security held in your jpmorgan account numerous people have indicated that they have received this document this is i have not received this document i do hold tesla shares at jpm who knows maybe it's in my mail but i have not seen it yet anyway individuals multiple individuals are suggesting that they have gotten the same letter saying that the preliminary terms of the tesla stock split are a 20 for one stock split that would be really incredible because at a roughly now nine hundred dollars per share 20 or a 20 split would not increase the market value of tesla we know that we know how stock splits work but it would basically mean tesla shares would be selling for 45 a share which is basically what tdoc is selling for oh wait they're selling for less now anyway that's pretty wild it definitely make options a lot more desirable for tesla and could certainly make it easier for individuals to buy in on tesla stock especially since right now if you're trying to save up that one share it takes a little bit of time to get to that 900 bucks of course fractional trading is available on a lot of platforms but not on every platform okay great so now let's quickly talk about the three lawsuits so i've read these and i want to start with uh the good news okay then then we're going to start we're kind of going to like move over to the worst news uh so the good news has to do with the solar city acquisition take a look at some of the salient items here in 2006 elon musk said that he wanted to accelerate the world to basically sustainable energy and 10 years later as part of this propoded master plan he ended up acquiring solar city however several tesla shareholders have alleged that this was a breach of fiduciary responsibility because the company had liquidity issues solar city had liquidity issues financing issues there were risks and this was all discussed over an 11-day trial there were risks that the company was going to essentially uh get margin called on their revolver credit lines uh and uh and the allegation is that tesla was used to bail out an insolvent solar city uh to help out either people that elon knew because he was highly involved in the negotiations or was related to because kimball musk was on the board of solar city who's his brother so a lot of speculation about this deal and uh the judge did a rule on this uh deal uh and uh of course what here's the conclusion of this and then i'll get into a couple of the fun quotes that they mentioned but listen to this the process employed by the tesla board to negotiate and ultimately recommend the acquisition for solar city was quote far from perfect elon was more involved in the process than a conflicted fiduciary should have been in other words fiduciary has the best interests of shareholders in mind not themselves in mind right and so elon should have acted as fiduciary for shareholders for tesla although some could argue that maybe he has but anyway that conflicts obviously were not completely neutralized with that said quote the tesla board meaningfully vetted the acquisition and elon did not stand in its way of vetting the acquisition equally if not more important the preponderance of the evidence reveals that tesla paid a fair price for solar city that solar city was at minimum worth what tesla paid for it and the acquisition was highly beneficial to tesla indeed the acquisition marked a vital step forward for the company that it has been making for years to the market this claim to the market that they want to be not just a car manufacturer but also an alternative energy company therefore the courts the courts of verdict is for that of the defense the defense here is elon musk that's because the board members of tesla who were also sued uh had previously settled this lawsuit for 60 million dollars but elon musk kept fighting because he was getting sued for 13 billion of course in which case if he lost it would have been a substantial uh issue right i mean 13 billion dollars would be liquidating a lot more tesla's here so really good news here some of the arguments that and i read the entire thing here some of the interesting points that the judge made is that hey look elon musk talked in his master plan about wanting power walls and how uh when the tesla board toured the first gigafactory that elon had created they they discussed even before the solar city deal the idea of acquiring a solar company so that way they could sell both power walls power packs and solar products and that elon believed that acquiring a solar company was the best way forward for doing such a thing one of the problems though was that the vast majority of solar city's customers didn't have the financing in place to buy these systems so they would take out loans from solar city which led to major liquidity crises for solar city because think about it you know they're putting on twenty five thousand dollar systems that might cost them eighteen thousand dollars to put up and if the uh homeowners are financing most of it doing zero down cash flow could be an issue at solarcity and these were things that were evaluated however listen to this with respect to solar installations solarcity exceeded its closest competitors vivint and sunrun combined and with respect to costs as solar city's costs were actually 30 less uh than its competitors and then they had 200 i'm sorry 2.2 billion dollars in retained net present value which was pretty uh pretty incredible and these are very important stats for building the case that the sole solar city acquisition was fair in fact solar city was acquired by tesla for 2.6 billion dollars here you have a note that as of q2 2016 solar city had accumulated what is estimated to be 2.2 billion in net present value and retained value using a six percent discount rate and assuming contract renewals right so very interesting that uh you really see the judge get into the cash flow numbers here what are the values of the contracts the solar contracts that they have uh and uh you know rumors started flying around about the solar city uh acquisition and there were lots of phone calls between board members and elon elon like what you didn't know about these concerning significant liquidity issues and and the boards expressing concerns about due diligence all of this stuff is actually really important because it goes to show that the tesla board was really aware of what was happening and so they decided hey you know what let's lower our offer for solarcity because like these these like liabilities these issues are bad and so let's offer solarcity less money below what we were originally expecting to offer and then solar city ended up accepting that and so this negotiations almost certainly helped in the judge's opinion that hey like you guys found out about all the problems and then you ask for a price reduction like how is that not doing the best thing for shareholders now uh they also put the solar city acquisition up to a shareholder vote which caused a lot of controversy so much so that elon decided we need to like sell solar city like sell the idea of the acquisition right and so he's like hey let's do a joint product demo of solarcity's product and development the solar roof obviously tesla's famous now for its solar roof and that was a solar city product that tesla ended up acquiring through solarcity really really cool to think about that we think of the solar roof as a tesla innovation no it was solar city and a kimball musk uh you know in part product uh you know a lot of talk online about this being a low premium deal which is good uh others say no it's a bailout plan a lot of this this sort of back and forth negotiation but ultimately what's really fascinating here uh is despite the fact that uh tesla ended up in dire straits later with the model 3 issues which ended up leading to some share price pressure and these sorts of lawsuits here's that 60 million settlement uh the judge ended up ruling in favor of uh elon musk and uh that uh and one of the big reasons they saw was the synergies that this sort of deal would create for tesla specifically sales and marketing efficiencies hey you come to us and buy a car how about we sell you solar hey how about we sell you a uh power wall and that there's substantial value to cross selling here you have in test 2020 tesla reported an increase in cross-selling within the energy business as more than 40 percent of our residential solar customers opt for at least one power wall which are very very high products and excuse me the judge ends this with whether the acquisition played a large or small part and tesla's impressive growth is not clear but there can be no doubt that the combination with solarcity has allowed tesla to become what it has for years told the market and shareholders it strives to be an agent of change that will accelerate the world's transition to both sustainable energy by helping expedite the move from mine and burn hydrocarbon economy towards a solar electric economy crazy amazing lawsuit let's now folks get on to the next one that didn't turn out as well for elon musk but it's not as costly as 13 billion dollars that elon just avoided let's go now these next two cases are pretty wild and they're not that great for elon or tesla but before we hit those you can sign up for a public account and you can com you get all the tools and information that you want but public also has made stock investing social because you could see what other folks are investing in in their public portfolio if you so choose go to meetkevin.com public or public.com meet kevin either one you'd like and make sure you get the opportunity to get up to one thousand dollars in free stock remember they also offer over 29 cryptocurrencies alongside thousands of stocks and funds for those of you cryptocurious members new to the space public added features like educational slideshows and volatility reminders to help educate you along your journey now remember when you go to public.com meetcap a slice of a stock worth all the way up to a thousand dollars so go check it out and start investing now now the next two lawsuits are amazing and they have to do with a lot of drama that comes out from elon musk the first has to do with elon musk in the whole funding secured scandal of 2018.
so here's what happened in 2018 the short and skinny is elon musk said hey considering taking tesla private at 420 per share a significant premium over the low 300 per share tesla was trading for at the time which immediately led tesla share price to move up substantially this was very interesting though because tesla's board and a lot of tesla executives claimed in interviews and depositions later that they didn't know that elon had sent this tweet which led the security and exchange commission to say hey we'll settle with elon but the only way we'll agree to settle with elon rather than saying he's you know manipulating the stock even though funding didn't appear to be secured elon disputes this elon says funding was secured that's in court as to whether or not funding was secured or not tbd but the sec said hey look you know what we'll settle and elon says you need that that banks were telling him if you want a line of credit with our bank you need to settle with the sec like we don't want to be involved with giving you financing while you're in this sort of legal battle with the sec so anyway uh elon musk agrees to have his tweets reviewed before tweeting so now every time elon musk sends a tweet he has to get approval from somebody else at tesla and so elon musk has filed a lawsuit to suggest that it's not fair that he should have to have his tweets reviewed that this is a suppression of his free speech uh well and this is called a motion to terminate a consent decree here is that particular lawsuit the rule permits a party to relieve them from a final judgment like a decree with the sec if the applying decree is no longer equitable but it doesn't allow a party of a decree to say it's no longer convenient for us to follow the decree so an example of this might be let's say that you sign a paper saying that when you walk to work every day you will walk over the grass and not on the sidewalk of somebody's property but now and i know that sounds like a weird thing to agree to but let's say that was a settlement you agreed to okay whatever like you can agree to weird stuff but you agree to it but now you break your legs and you're in a wheelchair it's like i can't get my wheelchair over the grass now it would be significant burden and it's no longer the same punishment for you to have to walk in the grass as it is for you to have to wheel your wheelchair over the grass so instead you would request a modification of that degree to reasonableness so that the burden is still the same and there has to be some sort of significant change in circumstance to warrant this something that occurs out of unforeseen circumstances uh and so this is what the judge argues here and then musk or makes the argument in this lawsuit that uh elon musk having to get his tweets approved is actually an intrusion of his first amendment right to be free of prior restraints that the first amendment right is not to be infringed upon under any circumstance and that the sec has misused their opportunity to make sure that elon musk's tweets are approved to launch endless and boundless investigations of his free speech and that this is now causing economic or that rather when he made the agreement he was under economic duress because banks were threatening to withhold lines of credit if he didn't agree to the settlement with the sec and uh therefore he was forced into this agreement so he's basically making the argument that hey free speech uh this is leading to harassment by the sec and when i made the agreement i was under duress which isn't fair uh and so the judge here responds and says that none of the arguments that elon musk makes hold any water the judge is not convinced the judge even says that musk concedes that his free speech rights do not permit him to engage in speech that could be quote considered fraudulent or otherwise violate the law yet he made an agreement that when he tweets he gets prior approval now this might not be convenient for elon musk but it is an agreement that he entered into and the judge here believes that it's not fair for elon to be able to go to court and just say hey i've agreed to give up a right i've agreed to waive a right as part of a settlement but now because it's no longer convenient i want to change that agreement we had the judge rules that first of all that's not fair second the sec considers his argument that the sec or musk's argument that the sec is harassing him the judge considers this meritless and particularly ironic they say the judge says that you knew what you were getting into when you signed the agreement how could you call it harassment when you agreed to have somebody check your tweets and the judge goes on to say that hey elon musk you're saying that this has opened up to a sheer number of demands from the sec but the fact of the matter is according to this judge that no no no this has only led to three inquiries one inquiries related to the original enforcement action number two inquiries related to the investigation that led to the amended final judgments so basically this has to do with like hey we just want to make sure you're following the the agreement we uh you know made and any kind of changes that we're making in agreements that we have towards the final agreement right so like we have an agreement changes have been made these are things that are being requested on now my guess is that elon's annoyed because like any kind of original enforcement action could be like a peppering of like hey prove that your last 50 tweets you sent were uh uh you know approved by somebody else and it's like ah this is like annoying this is like harassment right uh and uh and then of course the third inquiry here is when elon musk ran a poll asking if he should sell 10 of his tesla shares something uh the judge here says would obviously create some form of question from the sec and so the judge actually says hey wait a minute like first of all you gave up your free speech you agreed to it number two the stuff they're bothering you about is stuff you agreed to that makes this ironic and meritless and third your claim that you un you know went through economic duress is quote wholly unpersuasive uh in that tesla was in no position to fight the sec but the judge here says look it's a fact that any time you're in a lawsuit whether it's with the sec or not it's going to cause distraction of management lead to litigation costs and ultimately be considered an undesirable event so this is why they say here no single sec attorney can authorize a lawsuit and it requires commission approval so this right here slam on elon musk elon musk gets beat up and therefore says that the economic distress claim the free speech claim and all of the other claims are basically dismissed it says right here the motion to quash the subpoena and terminate the consent decree is denied signed today april 27 2022 now unfortunately this goes on because remember this all started because of the whole funding secured scandal right so i'm going to give you the short and skinny on the funding secured one and it's all right here this is the page you got to pay attention to page 39 of the lawsuit take a look at this on august 17 2018 a new york times article contained new information about the statement that elon musk made on august 7th and it quote revealed that number one elon musk posted the tweet funding secured while driving himself to the airport number two he had been under a lot of work related stress and the private investment fund of saudi arabia who was in talks to maybe fund the deal to take tesla private did not commit any cash and this was in a new york times article uh revealing uh information uh about statements that elon musk had made on behalf of tesla so this was an interview with the new york times and elon musk a lot of people don't like the new york times but that's what the judge is referring to here and that the judge finds that funding was far from secure and that people were concerned about elon musk's drug use at the time maybe because of uh uh you know smoking marijuana on uh the joe rogan podcast apparently there was an hour-long interview with the new york times and that new york times article in my opinion based on reading all of this is is really the big bombshell that changes a lot of this lawsuit in terms of the backstory of what happened here and it really gives a little bit more clarity in elon musk's alleged based on what the new york times is saying own words that funding was not secured and therefore the judge ultimately decides that so far in this lawsuit about funding being secured the funding secured claims are probably in the direction of misleading potentially even false so not good so we got one good news and two bad news here one good news solarcity clear 13 billion liability for elon musk avoid it elon's tweets still got to get reviewed and sorry elon the judge is not buying your argument that funding was secured even though elon still to this day can attest that funding was indeed secured so the saga continues thanks so much for watching and make sure to check out public via the link down below thanks bye
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