Source | Rubble villager
| The storm is up again
On Tuesday, March 8, Tesla CEO Elon Musk asked a federal judge to terminate his 2018 settlement with the Securities and Exchange Commission (SEC). The deal required that some of his tweets be pre-reviewed by a lawyer.
Musk also asked the judge to block a subpoena issued by the SEC that asked for pre-approval records of his Twitter vote in November on the possible sale of some of his shares.
In a separate filing, Musk refutes the SEC's allegations back in 2018. The SEC accused investors by tweeting in 2018 that he had "secured funding guarantees and is considering taking Tesla private."
Musk said his tweet was completely true.
"My tweet on August 7, 2018, was sent when I was actually considering taking Tesla private at $420 per share, and the money was secured and supported by investors."
He felt pressured to resolve the SEC lawsuit at the time, adding: "I have never deceived shareholders. I will never deceive shareholders. I signed the settlement agreement consent order for the survival of Tesla and for the benefit of the shareholders. ”
Musk's dispute with the SEC, the storm has started again.
| In 2018, the "$420 Tesla privatization" controversy
On the morning of August 7, 2018, Musk tweeted that "Tesla is being considered to take Tesla private at a price of $420 per share, and the funds have been guaranteed" and that "shareholders can choose to sell for $420 or keep shares to participate in the privatization."
The news came out that Tesla stock rose in response, and the stock price rose from the opening 343.84 to the close of $379.57, an increase of 10.99%.
The SEC said: Musk used social software to publish messages before he got the funds. This behavior is misleading for investors. The SEC was so unhappy with the behavior that it sued Musk in September, hoping the judge would remove Musk from his position as Tesla's CEO and chairman.
In the end, the two sides reached a settlement in October. The compromises Musk and Tesla made include:
- Musk resigns as chairman of Tesla
Musk paid a $20 million fine
- Tesla pays a $20 million fine
- Appointment of two new independent directors to join Tesla's Board of Directors
Musk's tweets need to be pre-vetted by the company's in-house lawyer before they can be sent
Musk then publicly bought $20 million worth of Tesla stock (an increase of about 71,000 shares) in this way to indirectly "compensate" the company's fine.
| Grudges
Since the 2018 investigation, Musk has repeatedly publicly mocked the SEC, expressing disdain for it.
In an interview with CBS's 60 Minutes program host Lesley Stahl in December 2018, Lao Ma said, "I don't respect the SEC, but I respect the American justice system." ”
In July 2020, Lao Ma tweeted an anagram: "SEC, three-letter abbreviation, the middle word is 'Elon's'." ”
In July 2020, The Old Horse tweeted that Tesla would make bright red satin shorts with gold trim and send some to the SEC, which he called the Shortseller Enrichment Commission, the "Short-Sellers Enrichment Commission."
On July 5, Tesla's official website really sold "limited edition" shorts for $69.420.
| Statement submitted by Elon on March 8
I, Elon M. R. Musk, the statement is as follows:
1. I am the CEO of Tesla Corporation ("Tesla").
2. On August 7, 2018, I learned that the U.S. Securities and Exchange Commission ("SEC" or "Commission") intends to investigate the Twitter communications I posted on the same day.
3. My tweet on August 7, 2018, was sent when I was actually considering taking Tesla private at $420 per share, and the funds were secured and supported by investors. See Annex A at 1 (Defs.' Opp’n. to Pl.’s Mot. for Partial Summ. J., In re Tesla, Inc. Securities Litig., No. 3:18-cv-04865-EMC (N.D. Cal. Feb. 1, 2022))。
4. Nonetheless, the SEC's relentless regulatory pressure, combined with the collateral consequences of the SEC's complaint against me, led me to be forced to sign a consent order in 2018. Tesla was a less mature company at the time, and the SEC's actions would jeopardize the company's financing. Defending the SEC's actions through protracted litigation is not in the interest of the Company and its shareholders. As Tesla's CEO and chairman at the time, I felt that unless I resolved the matter in a timely manner, the company and its shareholders would be at undue risk.
5. In September 2018, prior to the filing of this lawsuit, the SEC offered me a non-acknowledged, non-denying monetary settlement that prohibited me from continuing to serve with the Company. On September 26, before embarking on signing the settlement, I learned for the first time that the settlement could require multiple companies I associate — Tesla, SpaceX, Bored Corp, and Neuralink — to either seek a public exemption letter on the SEC's allegations or put at risk the company's ability to raise capital through a future D regulation offering.
6. Having this information, I insist that we need to withdraw from the SEC's agreement. I just wanted to reconcile to help Tesla, but I didn't want to hurt other companies. It doesn't feel right to do so.
7. On September 27, my lawyer informed the SEC that I had withdrawn my consent to advance the settlement. On the same day, the Committee filed a complaint against me in this case.
8. The potential harm of the SEC's actions to Tesla and its shareholders was immediately apparent. On September 28, I learned from Tesla's investor relations team that if the case is not resolved in time, several of Tesla's largest shareholders may relinquish their ownership of Tesla — which will seriously affect Tesla's financing. I signed a consent order for Tesla's survival in the moment.
8. I never lie to shareholders. I would never lie to shareholders. For the sake of Tesla's shareholders, for the sake of Tesla's survival, I signed a consent order.
I declare that the above is true and is subject to perjury.
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