[HN Gopher] Elon's Out
       ___________________________________________________________________
        
       Elon's Out
        
       Author : jaxonrice
       Score  : 191 points
       Date   : 2022-07-09 14:46 UTC (8 hours ago)
        
 (HTM) web link (www.bloomberg.com)
 (TXT) w3m dump (www.bloomberg.com)
        
       | anonu wrote:
       | Twitter feeds are pretty public, albeit expensive to buy the
       | firehose. Nonetheless, shouldn't a handful of motivated hackers
       | be able to answer the bot question??
        
         | csours wrote:
         | The way I see it, the bot question isn't about "bots on
         | Twitter", it's about "bots, spam, and insincere people on
         | Twitter that annoy Elon Musk". That is, Elon does not enjoy the
         | flood of spam that he has to interact with. His experience as a
         | user of Twitter is poor.
        
         | erk__ wrote:
         | The issue here is that only twitter knows who they count as a
         | mDAU. So there could be a lot of bots that are simply not
         | included in their counts.
        
       | petilon wrote:
       | This article says Musk agreed to buy Twitter mostly as a joke. I
       | think there's a far better explanation. This wasn't a joke for
       | Musk because after agreeing to buy Twitter he proceeded to sell
       | billions of dollars' worth of TSLA stock, supposedly to finance
       | the purchase. Even for the richest man in the world that's not a
       | joke.
       | 
       | I think a better explanation is that Musk offered to buy Twitter
       | as a cover for selling billions of dollars' worth of TSLA.
       | 
       | Look at this story: https://www.wsj.com/articles/elon-musk-sells-
       | billions-of-dol... The headline is: "Elon Musk Sells $8.5 Billion
       | of Tesla Shares After Deal to Buy Twitter"
       | 
       | Why does he need a cover? Because TSLA is way too overvalued. He
       | has to know that it is overvalued. Tesla's market cap is double
       | of Toyota, VW, Mercedes, BMW, GM, Honda, Ferrari and Volvo _all
       | combined_! [1]. If you sell stock while knowing your company 's
       | stock is way too overvalued, you're fleecing unsophisticated
       | investors. Pretending to buy Twitter provides a convenient cover.
       | 
       | Musk pretended that TSLA valuation is reasonable. Musk even
       | called out Gates for shorting TSLA stock [2]. If he didn't have a
       | cover then Musk would look like a hypocrite for selling TSLA.
       | 
       | In reality, both Musk and Gates sold TSLA, the only difference is
       | that Musk sold stocks he owned, but Gates sold borrowed stocks.
       | But Musk used buying Twitter as a cover, so he gets to pretend to
       | be morally superior. Even though both men sold TSLA, according to
       | Musk, Gates' sales means that he isn't serious about climate
       | change [3].
       | 
       | [1] https://companiesmarketcap.com/automakers/largest-
       | automakers...
       | 
       | [2] https://nypost.com/2022/05/31/elon-musk-calls-out-bill-
       | gates...
       | 
       | [3] https://www.businessinsider.com/bill-gates-shorting-tesla-
       | wo...
        
         | grecy wrote:
         | If that was his plan, what's he doing with the billions he now
         | has in cash?
        
           | 202206241203 wrote:
           | Trust funds for the next dozen of his babies?
        
         | bambax wrote:
         | This is alluded to at the end of the article:
         | 
         | > _Is it fun for him? If he manages to walk away having spent
         | only millions in financing fees, millions in legal fees and say
         | $1 billion in termination fees, was it worth it? What did he
         | get out of this? The guy really seems to like being on Twitter,
         | and he did make himself the main character in Twitter 's drama
         | for months on end. That's nice for him I guess. Also he made
         | the lives of Twitter's executives and employees pretty
         | miserable; as a fellow Twitter addict I can kind of see the
         | appeal of that? I always assume that "everyone who works at
         | Twitter hates the product and its users," and I suppose this is
         | a case of the richest and weirdest user getting some revenge on
         | the employees. _He also gave himself an excuse to sell a bunch
         | of Tesla stock near the highs. _He maybe got an edit button
         | too? Maybe that's worth a billion dollars to him?_
         | 
         | But for that to be the sole reason of the whole circus is
         | conspiracy theory.
         | 
         | > _Musk has buying Twitter as a cover_
         | 
         | It's a very, very annoying/distracting cover, not to mention an
         | expensive one.
        
           | [deleted]
        
         | akelly wrote:
         | If that was his plan, why didn't he put an out in the contract?
        
           | perlgeek wrote:
           | Because then the Twitter board wouldn't have signed it.
        
         | tptacek wrote:
         | That seems like an enormous amount of risk to take on just to
         | sell stock that he actually owns and avoiding "looking like a
         | hypocrite". It's not just plausible but somewhat likely that
         | he'll be forced into an 11-figure settlement with Twitter to
         | avoid the actual worst case outcome of being forced to take
         | custody of and actually operate Twitter until he can unload it
         | on someone else.
        
         | Strom wrote:
         | > _Because TSLA is way too overvalued. He has to know that it
         | is overvalued._
         | 
         | Indeed he does. He has talked about this publicly in various
         | interviews over the years. [1]
         | 
         | > _Musk pretended that TSLA valuation is reasonable. Musk even
         | called out Gates for shorting TSLA stock_
         | 
         | Musk definitely really dislikes short sellers, no doubt about
         | that. However that is different from pretending that TSLA
         | valuation is reasonable.
         | 
         | --
         | 
         | [1] A decent example is the 2021 Kara Swisher interview, where
         | he states _I have literally gone on record and said that our
         | stock price is too high._ https://youtu.be/O1bZg7frOmI?t=2450
        
       | niklasbuschmann wrote:
       | Could Musk buy Twitter shares on the open market before the deal
       | closes?
        
       | t_mann wrote:
       | Can we also take a moment to appreciate the tongue-in-cheek
       | writing style of this (fairly thorough, by my impression)
       | analysis of rather dry things like SEC filings, merger
       | covenants,...?
        
         | dreamcompiler wrote:
         | This is why Levine's is one of a very few newsletters I
         | subscribe to, and I read it immediately when it arrives. He's
         | both entertaining and educational. I know a great deal more
         | about finance now than I did a year ago, and that's because of
         | Matt Levine.
        
         | dan-robertson wrote:
         | (Note that he writes a newsletter like this roughly daily,
         | though not ordinarily on weekends. It's is free to subscribe
         | to)
        
           | tyleo wrote:
           | Money Stuff is really good. Some of my favorites are right
           | around when GameStop started to spike.
        
         | calmoo wrote:
         | Matt Levine is fantastic, highly recommend subscribing to his
         | newsletter.
        
       | KKdU9EXbBhmLznR wrote:
       | > Would he line up billions of dollars of financing and sign a
       | binding merger agreement with a specific-performance clause and a
       | $1 billion breakup fee as a joke? I mean! Nobody else would! But
       | he might!
       | 
       | What a silly thing to say. Of course he would; I'd also risk $20
       | (~1/200th of my assets, like $1b is for Musk) on a joke,
       | especially if I knew I'd almost certainly never lose that much.
        
       | jp57 wrote:
       | Another hypothesis: Triggering a legal battle in the courts is a
       | delaying technique to push out the acquisition until the economy
       | rebounds (and Tesla and Twitter valuations with it), or until
       | after the 2024 election, because Elon realized that he doesn't
       | actually want to let Trump back onto the platform. (Perhaps
       | because he perfers DeSantis)
        
       | alphabetting wrote:
       | I found this part most interesting. Public awareness of the
       | Delaware Court of Chancery is about to skyrocket during this
       | court battle.
       | 
       |  _The fact that Musk is working in such bad faith here -- that he
       | seems so unconcerned with law and the contract he signed -- cuts
       | both ways. On the one hand, it will certainly annoy a Delaware
       | chancellor; Delaware likes to think of itself as a stable place
       | for corporate deals, with predictable law and binding contracts,
       | and Musk's antics undermine that. On the other hand it might
       | intimidate a Delaware chancellor: What if the court orders Musk
       | to close the deal and he says no? They're not gonna put him in
       | Chancery jail. The guy is pretty contemptuous of legal authority;
       | he thinks he is above the law and he might be right. A showdown
       | between Musk and a judge might undermine Delaware corporate law
       | more than letting him weasel out of the deal would._
        
         | lkxijlewlf wrote:
         | Maybe this is a good reason a single human being shouldn't be
         | so fucking rich.
         | 
         | If enough money makes you untouchable by the law, then our
         | system is simply broken.
        
           | bmitc wrote:
           | I continue to be super concerned about this. I do not
           | understand how the U.S. government does not view these
           | billionaires as serious ideological threats to democracy, the
           | court system, national security, etc. Makes one realize just
           | how bought out Congress is.
           | 
           | Once a person has wealth over, say, $500 million, then there
           | should be a 100% tax.
        
             | rrrrrrrrrrrryan wrote:
             | According to the Laffer curve it should probably be 70% or
             | so to maximize government income, but yes.
             | 
             | If you tax them 100% they'll just stop working or bail to
             | another country, and then you collect zero tax revenue from
             | them. At 70% most of them will just suck it up and pay.
             | 
             | (I realize France is a counterpoint here, but I'd argue it
             | was a half-assed attempt, and they have neighboring French-
             | speaking tax havens that have no real U.S. equivalent.)
        
               | bmitc wrote:
               | Thank you for the reference to the Laffer curve.
        
               | PaulDavisThe1st wrote:
               | The Laffer curve is a fact-free zone except for at it's
               | two end points.
               | 
               | The reality is that nobody knows for sure what the curve
               | of revenue vs. tax rate looks like other than at those
               | two end points, which makes the entire concept completely
               | useless.
        
               | double_nan wrote:
               | It's fascinating. Not only that is fact free, but it's
               | based on an assumption that the purpose of the government
               | is to collect maximum tax value from the citizens. Is it
               | thought?
        
             | tbihl wrote:
             | >Once a person has wealth over, say, $500 million, then
             | there should be a 100% tax.
             | 
             | Your inability to conceive of a useful purpose for such a
             | quantity of money does not justify prohibiting its
             | existence.
             | 
             | >I do not understand how the U.S. government does not view
             | these billionaires as serious ideological threats to
             | democracy, the court system, national security, etc
             | 
             | Cooperation. A government that can't handle the idea of
             | powerful citizens has all the tools it needs to make almost
             | all those people (hard to banish all the Christian
             | missionaries, and martyring them is the surest way to grow
             | more) leave or fall in line, but I don't think many people
             | look at Venezuela or North Korea as ideal places to govern
             | in terms of democracy, the court system, national security,
             | etc.
        
               | bmitc wrote:
               | > Your inability to conceive of a useful purpose for such
               | a quantity of money does not justify prohibiting its
               | existence.
               | 
               | What inability and where was it demonstrated? Are you
               | referring to a useful purpose if it was taxed or a useful
               | purpose for individuals to have such wealth? If the
               | latter, then I propose that an individual containing such
               | wealth is less useful than it being returned.
               | 
               | Those things and countries you mentioned have nothing to
               | do with this discussion.
        
               | towaway15463 wrote:
               | It's rather ironic that a discussion of Elon Musk
               | prompted you to make that assertion.
        
               | tbihl wrote:
               | It's so many layers of delightfully nested irony. Give
               | more money to the federal government so they give more
               | big tax credits for Tesla purchases, but Tesla can't
               | exist any more in this fantasy world where nothing
               | outside of the federal government can grow beyond $500
               | million in scope.
        
             | nightski wrote:
             | Meh the government doesn't need more money to conduct
             | frivolous and corrupt spending with.
             | 
             | However it might be interesting to explore an option that
             | required people who own a stake in a company that has grown
             | beyond a certain size to be required to siphon off some of
             | those shares to employees over time in a way where it was
             | not conducted on the open market and would not affect share
             | price.
             | 
             | I also question whether corporate entities should be
             | allowed to own shares and what the benefits are of that.
             | Should private investment firms be allowed to accumulate
             | massive stakes in public companies?
        
               | bmitc wrote:
               | I don't think we should avoid something just because
               | there are more problems. We should fix those other
               | problems as well. The primary issue is that there is a
               | single extremist party, not unlike those found in the
               | Middle East, that is hell bent on undermining America for
               | want of power. By systematically undermining education,
               | public health and services, infrastructure, treating
               | government projects as jobs programs, etc., they are
               | creating a worse America and a sort of political
               | Stockholm syndrome among their constituents. But there is
               | indeed corruption across the board in America.
               | 
               | Local governments are starved for money, and almost all
               | of their funding comes from local property taxes, that
               | is, normal people. So, these mega-rich are allowed to get
               | unboundedly wealthy, while normal people have to pay to
               | keep society running as a minimal level. The mega-rich's
               | money, as well as corporations', needs to flow back
               | through the system. It does no good to let it concentrate
               | so heavily and ultimately do nothing while it sits there.
        
               | sokoloff wrote:
               | IMO, neither party excels on educational topics and both
               | 100% treat government projects as jobs programs.
        
               | [deleted]
        
               | nightski wrote:
               | Is it ironic I don't even know which party you are
               | referring to because it accurately describes both in my
               | opinion?
               | 
               | But I disagree in that I think we absolutely should avoid
               | it because a larger federal government has been heavily
               | correlated with less local funding (so much so that the
               | SALT deduction was once a thing). It's given rise to
               | globalization and large multi-national conglomerates. It
               | creates a situation where power & money is too
               | concentrated.
        
               | bmitc wrote:
               | I'm not sure it's ironic as much as it is either not
               | paying attention or not being honest with the situation.
               | One party being extreme does not make the other party the
               | good party. It just means that one party is extreme,
               | which is a fact. The Democrats are not a paragon of a
               | political party. They are as inefficient, middle of the
               | road moderate, corrupt, etc. as any political party. But
               | the Republicans, or at least a powerful subset of them,
               | have become an extremist group. And they are well-funded
               | by conservative and libertarian ideologues who care about
               | nothing other than power and money and can use their
               | wealth to avoid any downsides in their quest.
               | 
               | Once you start looking into the ideologies of people like
               | the Koch brothers, Robert Mercer and his family, Peter
               | Thiel, Richard and Elizabeth Uihlein, Sheldon Adelson,
               | Ronald Cameron, Steve Wynn, and others, you start seeing
               | very weird and strange beliefs that are incompatible with
               | a functional society. The primary thread is that these
               | people do not care about others. Just look at the Koch
               | brothers' political donations and the businesses they
               | run. Is it then any surprise why the Republicans might
               | not care so much about climate change and policies to
               | mitigate it?
               | 
               | We have one extremist political party, and then the
               | other, somewhat incompetent, party spends all their
               | energy fighting back against the extremism of the other.
        
               | [deleted]
        
               | nightski wrote:
               | I just do not agree that one party is more extreme than
               | the other, sorry. I also don't believe you are being
               | honest with yourself over the situation either. It's
               | clear you have dug your heels into a particular set of
               | beliefs and have no interest in discussing real solutions
               | (instead just want to play the blame game). Frankly it is
               | just not interesting discussion.
        
               | bmitc wrote:
               | That can be your opinion, but I think it stands in
               | disagreement with several events and facts of the
               | Republican party. There are oodles of articles and books
               | addressing the growing extremism of the Republican party,
               | so I don't think it's even a controversial opinion. By
               | just saying "oh, they're just another political party
               | with different beliefs" is enabling their extremism. Any
               | rational discussion with a Republican, at least those
               | that I know, which includes family members, can often not
               | be had. I understand that there are actual conservative
               | political beliefs, but from what I can tell, they are not
               | the ones driving the power dynamic of the Republican
               | party. The discussions I have had quickly turn weird
               | because it quickly becomes a case of religion, sexism,
               | racism, or something else deep down affecting their
               | political beliefs, which mainly consist of wanting
               | everyone else to be like them and to do what they want
               | (how they want).
               | 
               | A certain Republican sect literally tried to overturn the
               | presidential election, threatening to hang the vice
               | president, killed a capital cop, ransacked the capital,
               | and only one Republican had the guts to vote against the
               | president. Then that same party will decry people
               | marching for human rights and supports violence against
               | those groups. The Republicans are the same party that
               | supposedly stand for small government but are hell bent
               | on telling people what they can do with their own bodies
               | and forcing religion to be taught in public schools.
               | Republicans' reaction to mass shootings is more guns,
               | while they are the ones that block any investigation into
               | why these are happening or preventing people that should
               | not be buying guns from buying guns. I happened to drive
               | across the country during COVID. You could tell the
               | Republican states from the amount of masks being warn.
               | The Republicans blocked a third supreme court nomination
               | by a two-term president in Obama that was 10 months ahead
               | of the presidential election, meanwhile they rushed a
               | third supreme court appointee by a one-term president
               | just two months before an election, throwing out every
               | reason they used to block Obama's nomination. These are
               | all extreme positions that don't have analogs in the
               | Democratic party.
               | 
               | > have no interest in discussing real solutions
               | 
               | Mind pointing that out? In fact, I've elaborated quite a
               | decent amount. I'm not sure what you've brought to the
               | discussion other than just stating disagreement and
               | making bad faith statements. You are free to contribute
               | or elaborate on what you mean by the Republican party not
               | being extreme.
               | 
               | The solutions I believe that could help things are:
               | increasing tax on the wealthy, limiting the amount of
               | political donations including to interest groups and
               | think tanks (i.e., get private money out of politics and
               | government), abiding by separation of church and state,
               | and increasing primary and secondary education.
        
               | MrMan wrote:
               | You are pissing in the wind. This place is essentially
               | r/conservative and most of these people are totally fine
               | with how things are progressing. I think the US is
               | completely fucked and no rich people I know care, at all
        
               | Stupulous wrote:
               | Yeah, this place is so conservative that you can't even
               | say that Republicans are extremists who are intentionally
               | undermining the country and that everyone who supports
               | them is suffering from a rare mental disorder without
               | people calmly disagreeing. /s
        
               | [deleted]
        
               | rlt wrote:
               | > Meh the government doesn't need more money to conduct
               | frivolous and corrupt spending with.
               | 
               | I agree with that, but they could just, you know, _lower_
               | taxes on the lower and middle class to balance it out.
        
               | dopidopHN wrote:
               | Or do something useful and somewhat efficient with the
               | money. Eg: good, reliable public school, roads, network
               | infrastructures, renewable energy sources.
               | 
               | I'm a US tax payer since less than a decade. My
               | experience is that I pay a significant portion of my
               | incomes to taxes that only marginally benefit me or folks
               | around me.
               | 
               | Recent uptick of direct distribution is nice.
               | 
               | But a leadership in the stewarding of the land would be
               | tasteful and send the right message IMO.
               | 
               | It's fascinating to see the Western European countries
               | I'm familiar with being blinded by the economic might of
               | the US but not realizing how little the average citizen
               | benefit from it.
        
           | BobbyJo wrote:
           | In very direct, real terms, assets are power. They represent
           | resources to do things.
           | 
           | The problem here isn't that wealth is power, it will always
           | be power. The issue is that a single person has been allowed
           | to accumulate too much.
        
             | toomuchtodo wrote:
             | I appreciate that in such a short comment, you succinctly
             | summarize the problem statement.
        
             | avalys wrote:
             | Musk owns about 25% of Tesla, mostly after investing about
             | $50M in Tesla's early funding rounds.
             | 
             | His wealth today comes largely because Tesla (under his
             | leadership as CEO) has become a company that investors now
             | believe is incredibly valuable, and they've driven up the
             | stock price. At what point in this process did Musk
             | "accumulate" this ownership of Tesla, and exactly what do
             | you propose should have happened to stop him?
        
               | BobbyJo wrote:
               | Musk has sold billions in stock at this point, so this
               | whole "it's stock that's increased in value independent
               | of Musk" line of thinking is a bad misdirection.
        
               | spullara wrote:
               | And every time he has sold he has paid huge taxes on
               | those sales.
        
               | camjohnson26 wrote:
               | It has become so valuable, more valuable than the rest of
               | the auto industry combined at one point despite much
               | lower revenue and sales numbers, because of loose
               | monetary policy by the Federal Reserve creating
               | artificially inflated asset prices. The Federal Reserve
               | is directly responsible for Musk's disproportionate
               | wealth as Tesla stock zoomed past ridiculous levels.
               | 
               | Tesla has been successful in many of its lines of
               | business and succeeded when many thought they couldn't,
               | that is undebatable. The failure of our system is that
               | its stock price is completely out of line with the
               | reality that reflects that success.
        
               | nerdawson wrote:
               | > loose monetary policy by the Federal Reserve creating
               | artificially inflated asset prices
               | 
               | You can buy shares in other car manufacturers. Why would
               | Tesla disproportionately benefit from inflated asset
               | prices?
        
               | Rury wrote:
               | Because Tesla is in major indexes like the NASDAQ
               | composite, and S&P 500, as well as many major/popular
               | funds/ETFs. Additionally, many funds are weighted by
               | market cap (so more expensive companies get even more
               | disproportionate investment). And the majority of stock
               | investment activity happens through these investment
               | vehicles today.
               | 
               | Generally, anyone who puts money into a 401k, will likely
               | have some of it going to Tesla and disproportionately
               | over other auto companies - simply because how funds are
               | typically weighted.
        
               | camjohnson26 wrote:
               | Because car companies are boring, and in an era of cheap
               | money the meme wins. "Sexy" automakers also got insane
               | multiples, look at where Lucid and Rivian were trading.
               | But the capital is diverted to whatever asset people
               | think will keep going up, not the one that will create
               | value in the form of profits. This is also why GameStop,
               | AMC, DogeCoin, Shiba Inu, NFTs, Pokemon cards, etc. were
               | trading so high, the meme is the only thing that matters.
               | 
               | Elon Musk knows this and is a master at harnessing this
               | power, which is why he's shamelessly pumped DogeCoin and
               | Shiba. He continually pushes his company to be the most
               | popular brands by promising impossible futuristic
               | products that cannot exist, but build excitement.
               | Countless examples of these, but a few are Full Self
               | Driving, a flying Roadster, the Tesla semi, solving
               | transportation issues with tunnels, the Tesla bot, $25k
               | model 3, solar roof that costs less than a normal roof,
               | robotaxi, etc etc etc. It's all calculated.
        
             | Nevermark wrote:
             | It would mitigate the problem if institutions could be
             | strengthened by design to be less sensitive to corruption
             | or special treatment.
             | 
             | There are lots of successful examples - constitutions,
             | voting, term limits, separate judiciary, non-political
             | commuters, etc
             | 
             | The big problem I see in the design of egalitarian systems,
             | is explicitly addressing the need for continuous response
             | to new forms of centralization. I don't know of any
             | significant systems that were designed with any explicit
             | statement of prioritizing that (vs. just general support
             | for fixes, amendments, etc.)
             | 
             | For instance, the centralization of US political power into
             | only two parties, where (temporary) single party rule of
             | three branches is actually a practical possibility should
             | have triggered some major reforms before it spun out of
             | control.
             | 
             | A simple requirement that no coordinated individual or
             | organization have sway over more than 25% of political
             | seats, and political organizations at the federal and state
             | levels must be separated, would do wonders for
             | decentralization and better representation.
             | 
             | But the constitution is silent on any guidance or
             | requirement on addressing new power centralization
             | problems.
             | 
             | It is the hard root problem of power, but not systemizing
             | progress on it is to accept inevitable dystopia
        
               | BobbyJo wrote:
               | I don't think the onus is on any one of us to come up
               | with fixes to a problem this large. The government
               | employs hundreds of incredibly smart people whose job it
               | is to fix these types of issues. I, and I think most
               | other people as well, would even be fine with small
               | corrections here and there that tested what worked.
               | 
               | A fundamental problem, that we are all burdened to solve,
               | is how do we get from an ideological government to a
               | scientific one. Until we do that, we're all just plugging
               | holes in a sinking ship.
        
               | edgyquant wrote:
               | >A simple requirement that no coordinated individual or
               | organization have sway over more than 25% of political
               | seats, and political organizations at the federal and
               | state levels must be separated, would do wonders for
               | decentralization and better representation.
               | 
               | and would be undemocratic
        
               | IX-103 wrote:
               | How is that? Popular parties would split to express a
               | wider array of views.
               | 
               | Of course first-past the post voting systems won't work
               | here, but that doesn't make it undemocratic.
        
               | MrMan wrote:
               | This is a forum for white guys trying to become more
               | powerful, and who hate government or any limits on their
               | actions
        
               | BobbyJo wrote:
               | I'd like to see the data on that one. I think most people
               | here recognize that limits on individual power can
               | increase freedom.
               | 
               | Such a reductive view, on any group, isn't productive.
        
           | kolinko wrote:
           | As someone who grew up in a communist country with literally
           | zero rich prople - it's not about wealth, it's about power
           | and influence. We've had just as many, if not way more,
           | people above law as in capitalist countries.
        
             | camjohnson26 wrote:
             | Putin is rumored to be the richest person in the world, but
             | of course you'll never see him listed on Forbes because he
             | hides it.
             | 
             | https://fortune.com/2022/03/02/vladimir-putin-net-
             | worth-2022...
        
         | moomin wrote:
         | This is one of those things that could genuinely cause problem
         | for the entire US (corporate) legal system. There's a genuine
         | danger that the result of this case will be "some people are
         | too powerful to be regulated by the US system, and this is now
         | obvious".
        
           | arcanus wrote:
           | This is a cyberpunk future.
           | 
           | I'm overall a fan of Musk, but this is too far. There simply
           | must be rule of law for the United States to remain a dynamic
           | society.
        
             | edgyquant wrote:
             | Literally there's not even a hint that Musk is above the
             | law yet you're calling it a cyberpunk future
        
               | moralestapia wrote:
               | >According to the U.S. Securities and Exchange Commission
               | (SEC), Stewart avoided a loss of $45,673 by selling all
               | 3,928 shares of her ImClone Systems stock on December 27,
               | 2001, after receiving material, nonpublic information
               | from Peter Bacanovic, her broker at Merrill Lynch. The
               | day following her sale, the stock value fell 16%.[49]
               | 
               | Martha Stewart went to jail for 5 months for a meager
               | case of insider trading. Musk manipulated Tesla stock in
               | front of, literally, the whole world and got a slap in
               | the wrist (i.e. a fine that comes to about 0.1% of its
               | net worth). A citizen would to go jail forever for a
               | similar thing.
        
               | pacificmint wrote:
               | > Martha Stewart went to jail for 5 months for a meager
               | case of insider trading.
               | 
               | I believe she went to prison for lying to investigators.
               | The insider trading they couldn't make stick. So in the
               | end, maybe the cases aren't so different?
        
               | towaway15463 wrote:
               | Facts. She also just paid a fine for the insider trading.
               | Her criminal case was due to conspiracy, obstruction of
               | justice and lying to federal investigators.
        
               | [deleted]
        
               | moomin wrote:
               | "Lying to a federal official" is one of the most BS
               | things in the entire US penal. It's practically carte
               | blanche to imprison anyone you come across.
        
               | v21 wrote:
               | There was that whole thing where a court said a lawyer
               | has to check all of his tweets, Musk shrugged it off, and
               | the court did nothing about it.
        
               | JaimeThompson wrote:
               | Smoking weed makes you lose your security clearance, Musk
               | did it on camera and still has his because of "reasons".
               | That is one example of the rules that apply to most
               | others not applying to him.
        
               | HWR_14 wrote:
               | > still has his [security clearance] because of
               | "reasons".
               | 
               | Does he? I don't remember any resolution to that, but I
               | thought they "temporarily" suspended it pending an
               | investigation and then never completed the investigation.
        
               | towaway15463 wrote:
               | Probably also an example of a rule that should be
               | retired. Either that or they should remove clearance if
               | you enjoy whisky.
        
               | leetcrew wrote:
               | you're missing the point of the rule. the issue with
               | smoking weed isn't really about having impaired
               | judgement, it's that weed is still illegal at the federal
               | level. there are all kinds of low-level crimes that can
               | put your clearance at risk. which kinda makes sense...
               | they want the kind of person who strictly follows the
               | rules for cleared positions.
        
             | MrMan wrote:
             | What a legacy opinion. We are all about destroying
             | everything here
        
           | BiteCode_dev wrote:
           | That would be a good thing. Put some light on one of the
           | biggest failure of our democracies.
        
           | phatfish wrote:
           | US law obviously works in favor of billionaires. I doubt even
           | Musk would want to expose it further, and the other parties
           | involved in this deal surely don't.
           | 
           | They will set their lawyers at it and come to a settlement.
           | The super rich know better than to be at each others throats,
           | that sort of behavior is for the poor...
        
             | lumost wrote:
             | History says that these people likely reside in
             | impenetrable bubbles. The idea that he is so special as to
             | avoid the court system sounds a bit like "let them eat
             | cake" as there is no bread.
        
           | dopidopHN wrote:
           | I have no insight into this but it looks that it will happen
           | eventually. ( the degradation of the US gov authorities on
           | the conduction of large financial arrangements)
        
           | KerrAvon wrote:
           | If this court doesn't have real power against clever C-suite
           | types, maybe it's better that we find that out. In terms of
           | compensation and personal money management, Musk isn't doing
           | anything that other wealthy execs haven't done. (For example,
           | Steve Jobs famously took a $1.00 per year salary for a long
           | time.) Either there's an enforcement mechanism that works or
           | there isn't.
        
           | tenpies wrote:
        
             | edgyquant wrote:
             | The fact your argument rests on a convicted billionaire is
             | pretty ironic
        
               | willcipriano wrote:
               | It's the billionaires that didn't get convicted that are
               | the problem.
               | 
               | Lots of powerful people spent a lot of time on the lolita
               | express.
        
               | ALittleLight wrote:
               | I think it's more about the people who murdered Epstein
               | getting away without consequences or even an
               | investigation than the fact that a rich guy, eventually,
               | after repeatedly sexually abusing and trafficking
               | children for years, finally was facing serious legal
               | risks which he might've evaded.
        
             | MrMan wrote:
             | Mainstream media is too woke! It's all a conspiracy
        
           | haliskerbas wrote:
           | > There's a genuine danger that the result of this case will
           | be "some people are too powerful to be regulated by the US
           | system, and this is now obvious".
           | 
           | This should have been obvious by now. Cash rules everything
           | around me.
        
             | HWR_14 wrote:
             | > Cash rules everything around me.
             | 
             | Serious question: Are you in the US? Any Western European
             | country?
             | 
             | There's a tendency for people in corrupt areas to assume
             | the whole world works like that.
        
               | hnbad wrote:
               | Not the parent, not just cash, but capitalism literally
               | means capital is (political) power. Just because you
               | don't bribe police officers with cash that doesn't mean
               | your political system isn't corrupt. In the West we just
               | find it more comfortable to talk about lobbying and
               | public-private partnerships instead of calling it what it
               | is.
        
           | typon wrote:
           | It's wild to me that people think that Elon might actually
           | face legal consequences for this.
           | 
           | The Delaware court isn't some magical place run by elves.
           | It's a court in the US. You know what's a lot cheaper than
           | $34 billion dollars, or heck even $1 billion dollars? $200k
           | for 3-4 judges.
           | 
           | The Supreme Court just changed the law of the land based on a
           | right-wing political campaign. You think a billionare, let
           | alone the richest billionare is going to be subject to any
           | serious consequences? It's absurd to even entertain this.
        
             | parineum wrote:
             | > The Supreme Court just changed the law of the land based
             | on a right-wing political campaign. You think a billionare,
             | let alone the richest billionare is going to be subject to
             | any serious consequences? It's absurd to even entertain
             | this.
             | 
             | You know who has the authority to overturn that decision?
             | Our democratically elected legislature.
        
             | mrkstu wrote:
             | The Supreme Court restored the law of the land to the state
             | it was (i.e. enforcement of actual laws passed by
             | democratically elected legislators) by overturning a
             | previous ruling that did the opposite (i.e. make up reasons
             | not actually found in the Constitution to overturn laws it
             | didn't like.)
             | 
             | This returned the law making and enforcing ability to the
             | elected arms of government and removed it from the
             | appointed arm.
             | 
             | Whatever one thinks the balance between the rights of the
             | unborn and women's personal autonomy of their bodies should
             | be, let's be more accurate about the process of how we got
             | to where we are now.
        
         | wronglyprepaid wrote:
         | > The guy is pretty contemptuous of legal authority; he thinks
         | he is above the law and he might be right
         | 
         | Of all the funny things I have read this week this takes the
         | cake, Biden will not allow him to get away with it, not a joke.
        
         | tyleo wrote:
         | Or they could put him in Chancery jail? The law is already
         | undermined if no attempt is even made at upholding it.
        
           | xxpor wrote:
           | But that's not how it works when you simply owe money
           | (usually, modulo things like probation violations and child
           | support, but lets ignore that for now). We don't have debtors
           | prisons). They can seize his money though, garnish his wages
           | (lol in this specific case though), etc.
        
             | gnopgnip wrote:
             | Contempt of court can lead to jail time in civil cases when
             | you have the ability to but refuse to pay
        
             | tyleo wrote:
             | I'm being loose with words but I do mean that he should see
             | punishment. Not necessarily jail.
        
               | metadat wrote:
               | He _should_ see jailtime for the market manipulation. We
               | 'll see what happens. This isn't even a thing the SEC is
               | known to be pursuing presently, so don't hold your
               | breath.
        
               | parineum wrote:
               | > He should see jailtime for the market manipulation.
               | 
               | Is that the normal punishment?
        
               | metadat wrote:
               | Who else is rich _and_ dumb enough to do it in public via
               | Twitter?
        
             | mirntyfirty wrote:
             | It's an interesting irony I think that one of the worst
             | punishments for him is to have him follow through on the
             | agreement that he signed.
        
         | throwaway09223 wrote:
         | > What if the court orders Musk to close the deal and he says
         | no?
         | 
         | I can't believe people are taking this very silly statement
         | seriously. This is utter nonsense. There are remedies for
         | people who disobey court orders. Having assets makes you _more
         | vulnerable_ to a court 's authority because you have something
         | to lose.
         | 
         | If a court orders specific performance and he doesn't do it
         | then he's liable and the court will take his assets to
         | compensate.
         | 
         | Is Levine seriously suggesting that US courts don't have the
         | authority to impose financial penalties, find liability, and
         | seize assets? This is such an absurd thing to say it's hard to
         | find a way to charitably respond.
        
           | dreamcompiler wrote:
           | Levine has addressed this in past columns. Of course the
           | courts have such authority, but individual _people_ have to
           | enforce the court 's decisions, and sometimes those people
           | are reluctant to take on Musk.
           | 
           | Musk is a special case because he has done things like
           | threatening to ruin the careers of SEC lawyers who have come
           | after him, and he has the power to make that happen.
           | 
           | Is this illegal? Probably. Does Musk get away with it? Yes.
        
             | throwaway09223 wrote:
             | You're talking about Musk pressuring Cooley to fire a
             | lawyer who previously worked against him at the SEC. But
             | the result was that Cooley told Musk no. Hardly a success
             | story for Musk.
             | 
             | There's no shortage of law firms willing to go up against
             | billionaires. Hell, there's no shortage of firms willing to
             | go up against criminal enterprises like drug cartels.
             | 
             | The idea that Musk is somehow more threatening than the
             | types that the US court system regularly puts under their
             | thumb is simply laughable.
        
               | sroussey wrote:
               | Cooley then lost business from Musk firms.
        
               | throwaway09223 wrote:
               | So what? This is business as usual for law firms. They
               | will lose clients every time they take a case due to
               | conflicts of interest and so on, even if everyone has a
               | happy outcome.
               | 
               | What Musk did was petty and questionable, but it didn't
               | fundamentally change anything for Cooley.
               | 
               | It's not a big deal.
        
           | paulcole wrote:
           | > Is Levine seriously suggesting that US courts don't have
           | the authority to impose financial penalties, find liability,
           | and seize assets
           | 
           | No. He's suggesting that Musk's wealth and power will make
           | the people who work in US courts reluctant to impose
           | financial penalties, find liability, and seize assets.
        
           | reverend_gonzo wrote:
           | Levine is suggesting that they don't have the balls to
           | enforce those penalties.
           | 
           | And by history, he may very well be right.
        
           | hotpotamus wrote:
           | Anytime the idea of a wealth tax is brought up, I see
           | commenters coming out of the woodwork to say that it would be
           | impossible to actually collect it from the wealthy. Though I
           | will note that it seems like we are able to collect yachts
           | and planes from Russian oligarchs now, so perhaps our
           | techniques have advanced in the last few months.
        
             | nikanj wrote:
             | It's easier to collect from foreign billionaires who don't
             | have the connections. Igor will probably not fund your re-
             | election campaign, but Musk might.
        
             | sascha_sl wrote:
             | There's an entire profession who's job it is to go full
             | scale threat modeling on assets held directly or indirectly
             | by the extremely rich. Seems likely they either didn't
             | account for war sanctions or thought the impacted assets
             | would not be worth putting behind 10 proxy legal owners for
             | the unlikely case of such sanctions. Yachts and planes seem
             | like they'd be particularly hard to turn into assets owned
             | by a local proxy entity, since they move around so much.
        
           | phillipcarter wrote:
           | Perhaps it's just a general sense of disillusionment, but
           | I've come to see that "court orders X" and "X happens" are
           | entirely orthogonal. I will be personally surprised if Musk
           | pays a single cent.
        
           | heartbreak wrote:
           | Levine's take is based on how Musk's previous encounters with
           | court orders have gone.
        
             | throwaway09223 wrote:
             | No, it isn't. It's completely disconnected from reality.
             | 
             | There isn't even one single court imposed fine which he
             | hasn't paid.
        
               | dragontamer wrote:
               | How goes his court ordered Twitter sitter that's supposed
               | to prevent Musk from Tweeting about material effects
               | related to Tesla?
               | 
               | That's what I thought. Musk just ignores the law and gets
               | away with things on a regular basis.
        
               | CamperBob2 wrote:
               | That was a stupid order that would never survive scrutiny
               | under prior-restraint doctrine. Specific performance is
               | something different, though... I can't think of any
               | constitutional problems that might block enforcement of
               | that.
        
               | slotrans wrote:
               | But he has agreed to SEC sanctions and then subsequently
               | ignored them...
        
           | daenz wrote:
           | >the court will take his assets to compensate.
           | 
           | How do you seize billions of dollars of stock without
           | affecting share prices?
        
             | Spivak wrote:
             | You don't care and keep seizing and selling off assets
             | until you hit the target number or you run out of things to
             | seize.
             | 
             | You're acting like the asset value at all matters to the
             | courts.
        
               | daenz wrote:
               | Couldn't other shareholders sue the government for
               | tanking the stock and essentially "stealing" value from
               | them?
        
             | parineum wrote:
             | > without affecting share prices
             | 
             | Why should that be a concern?
        
             | hedora wrote:
             | They could simply keep selling Elon's Tesla stock it until
             | they had the money to cover the court order.
             | 
             | Why should the court or Twitter care if they end up
             | converting 10x more of Elon's stock to cash?
             | 
             | I guess some day traders would get rich (and people that
             | had to sell for the day or so when the stock tanked would
             | take a bath), but that's the biggest problem I can come up
             | with.
        
             | throwaway09223 wrote:
             | It doesn't matter if they're affected. A judgement is going
             | to be for a dollar amount. A court will rule that Musk must
             | pay twitter X billion dollars. Twitter can then pursue
             | Musk, taking basically anything he owns in terms of
             | business.
             | 
             | They could contact the broker holding his shares and
             | restrain them, order them sold, and collect the proceeds.
             | 
             | They could seize and sell at auction the real property of
             | any of his businesses. SpaceX rockets? Office chairs?
             | Servers? Anything.
             | 
             | All of this enforcement costs money. Twitter would account
             | for the money spent seizing assets and charge those
             | expenses to Musk as well.
             | 
             | Assets seized in this way (including stock) are often sold
             | for much less than they're ideally worth. It's Musk's
             | problem. Twitter would be empowered to seize seize seize
             | until they've raised enough cash to cover the judgement
             | plus expenses.
        
               | gpm wrote:
               | > They could seize and sell at auction the real property
               | of any of his businesses. SpaceX rockets? Office chairs?
               | Servers? Anything.
               | 
               | They could not, because he does not own those businesses
               | outright. Doing so would violate the other owners rights.
               | They can seize his shares in SpaceX, but not SpaceX
               | property.
        
               | throwaway09223 wrote:
               | Sure. The particular way the assets are seized depends on
               | a number of different technical details.
               | 
               | But the end result is always the same. You can either
               | voluntarily liquidate and pay your judgements or you can
               | have someone else do it for you.
        
               | amyjess wrote:
               | If they take all of Musk's shares in SpaceX and acquire a
               | voting majority, they can then use those shares to vote
               | to sell off the company's assets at the next board
               | meeting.
        
               | gpm wrote:
               | That would almost certainly be a breach of fiduciary duty
               | to the minority shareholders.
        
               | moomin wrote:
               | This is why going behind on a mortgage can absolutely
               | ruin a regular person.
        
             | chartpath wrote:
             | It's not like the shares are destroyed or immediately sold.
             | If anything, they are prevented from being sold under pain
             | of contempt, so could increase prices by limiting the
             | supply.
        
             | pg_1234 wrote:
             | You just continue seizing assets until the accumulated cash
             | value realized from the sale of the assets matches the
             | value of the financial judgement against the guilty party.
             | 
             | The drop in share prices as you do this is not your
             | concern.
        
             | almost_usual wrote:
             | Don't invest in a company ran by a lunatic?
        
         | jollybean wrote:
         | Could ask him to pay the $1B fine in the deal for walking away?
        
           | russdill wrote:
           | The $1B is it he walks away and Twitter is ok with it.
           | Another clause allows Twitter to force the deal to close so
           | long as they are operating in good faith.
           | 
           | The purchase price of 54.20 per share would net a lot more
           | than a billion given the current share price.
        
           | eftychis wrote:
           | No. The $1B clause does not involved the two contractual
           | parties pulling out of the deal.
        
             | nathanvanfleet wrote:
             | Why do you think it's mutual when Twitter is suing him for
             | backing out?
        
               | kgwgk wrote:
               | Why do you think he thinks it's mutual?
        
               | paulgb wrote:
               | The phrasing could be read that way "No. The $1B clause
               | does not involved _the two contractual parties_ pulling
               | out of the deal." (Emphasis mine)
               | 
               | I think OP may have intended to say "one of the two
               | parties"
        
               | eftychis wrote:
               | The deal can be stopped by a third party which is not the
               | case at this point. See another grandchild comment that
               | expanded on that.
        
             | jollybean wrote:
             | ? It's my understanding that if Musk walks, he's supposed
             | to pay $1B and visa versa.
             | 
             | So he's using the 'bot' issue to find an excuse for a deal
             | he wants out of.
             | 
             | [1] https://www.cbc.ca/news/business/elon-musk-
             | twitter-1.6432315
        
               | imustbeevil wrote:
               | It seems like a common misunderstanding because the
               | reporting around this is so bad.
               | 
               | > Musk and Twitter agreed to a so-called reverse
               | termination fee of $1 billion when the two sides reached
               | a deal last month. Still, the breakup fee isn't an option
               | payment that allows Musk to bail without consequence.
               | 
               | > A reverse breakup fee paid from a buyer to a target
               | applies when there is an outside reason a deal can't
               | close, such as regulatory intermediation or third-party
               | financing concerns. A buyer can also walk if there's
               | fraud, assuming the discovery of incorrect information
               | has a so-called "material adverse effect." A market dip,
               | like the current sell-off that has caused Twitter to lose
               | more than $9 billion in market cap, wouldn't count as a
               | valid reason for Musk to cut loose -- breakup fee or no
               | breakup fee -- according to a senior M&A lawyer familiar
               | with the matter.
               | 
               | https://www.cnbc.com/2022/05/13/elon-musk-cant-just-walk-
               | awa...
        
               | jollybean wrote:
               | What did I misunderstand?
               | 
               | Yes, I get that if there are 'material issues' maybe he
               | can walk (even though he apparently waved a lot of that).
               | 
               | He can't just walk away for 'no reason' and not pay the
               | fine.
               | 
               | The crashing price is probably not a legit reason.
        
               | kgwgk wrote:
               | The point is that paying the 'fine' doesn't give him the
               | right to walk away for 'no reason'. If he does he may end
               | paying damages for much more than $1bn.
        
               | avalys wrote:
               | No, it's worse than that.
               | 
               | He can't just walk away and _pay_ the fine.
               | 
               | He is obligated to close the deal and Twitter can force
               | him to do so. If some external force stops the deal from
               | happening - or if he can show that Twitter egregiously
               | violated the agreement - he can get away with not buying
               | Twitter, but he still has to pay them $1B.
        
               | jollybean wrote:
               | Hey Zeus.
               | 
               | How could Musk possibly have done this, which must have
               | been against the advice of his Bankers?
               | 
               | "I'm sending men to mars, ergo, I know more about M&A
               | than i-bankers?
               | 
               | This is the kind of hubris that takes people down.
        
               | tveita wrote:
               | It would be perfectly fine terms if he _actually wanted
               | to buy Twitter_ - at a silly price but hey, it 's his
               | billions of dollars.
               | 
               | That's presumably what he told people and not "hey I'm
               | just joking around, make sure to write the terms so the
               | deal never actually completes"
        
         | np- wrote:
         | Assuming that is the appropriate penalty (I know nothing about
         | Chancery law), why exactly can't they just issue a warrant for
         | his arrest and put him in jail? He doesn't have a private
         | militia or anything like that
        
           | hollasch wrote:
           | And who do you imagine would do the arresting bit on behalf
           | of the Delaware court?
        
             | gamblor956 wrote:
             | Other states will enforce a lawfully issued arrest warrant
             | from another state. It happens literally all the time.
        
       | nabla9 wrote:
       | This is a second time Musk has offered to buy a public company in
       | bad faith.
       | 
       | His reputation as a sufficiently reliable counterparty is gone.
        
         | anonu wrote:
         | Musk doesn't care about that one iota. He has more money than
         | god. And he's done that by being fairly effective as the head
         | of two big companies.
        
           | theonemind wrote:
           | Reality doesn't care if Musk doesn't care. For certain
           | purchases, there's a probability that Musk will simply find
           | that his money is no good. Not for sale to Elon Musk at any
           | price.
        
           | moralestapia wrote:
           | >He has more money than god.
           | 
           | Yeah ok ... <cue the Titanic sinking>.
        
             | mLuby wrote:
             | The guy has 15X more money than god (using the Vatican's
             | wealth as a proxy).
        
         | aaaaaaaaata wrote:
         | His money will keep on talking tomorrow, unfortunately.
        
           | nabla9 wrote:
           | His dollar is worth 70 cent after this.
           | 
           | It's likely that this will be the most expensive manic
           | episode any individual has suffered.
        
             | hotpotamus wrote:
             | He's got enough dollars that even if his dollars were worth
             | a penny he'd have a lot more than almost anyone else.
        
             | prox wrote:
             | Yeah, I am worried he has a mental imbalance that makes him
             | unsuited for some decisions. If he is wise he should just
             | focus on a few things and do it right. I admire what he has
             | done for space travel for example, but hopefully he doesn't
             | have to many yes men around him that make him to do much
             | unstable things.
        
         | loufe wrote:
         | Let's not forget that this is a take, not an indisputable fact.
         | Whether ostensible or true, he has cited potentially valid
         | reasons for both cases (he DID have investors lined up to take
         | it private and there WAS a lack of openness to investigate
         | Twitter). I'm not saying he did or he didn't, I just find this
         | kind of assertion (indeed the whole tone of the article) to be
         | a bit flippant and more of a channeling for dislike of someone
         | then for honest unbiased speculation of what is going on.
        
       | TedShiller wrote:
       | It's good he exposed Twitter as biased
        
       | kukx wrote:
       | So now there is a widespread support for Musk buying Twitter?
       | Okay, he may end up owning Twitter whether he likes it or not. It
       | is so funny and ironic. Whatever the outcome I agree.
        
       | georgeburdell wrote:
       | Musk holds a key piece of America's future in space in SpaceX. I
       | wonder if it's only a matter of time before he starts dangling
       | that to get what he wants in cases like this. I still am
       | generally favorable toward Elon, but I think we're seeing him
       | transform into a villain
        
         | roca wrote:
         | The "cave diver paedophile" incident made it abundantly clear
         | to everyone willing to see that whatever else he may be, Musk
         | is a malicious clown. It was always only a matter of time
         | before that had greater consequences.
        
           | RF_Savage wrote:
           | Exactly this. The mask slipped for a moment.
        
         | ALittleLight wrote:
         | I see in Elon a trait I also have, which is to pick up random
         | things, get interested in them for a while, and start to do
         | things, and then realize you're not interested in it at all and
         | drop it. I'm thinking of tunnels, neuralink, AI, taking Tesla
         | private, child saving cave submarine, things like that. I can
         | easily imagine he thought one day that he wanted to get into
         | social media, went full steam ahead, and then realized he
         | wasn't all that interested.
         | 
         | It's bad, clearly, when this has negative externalities. A
         | better Elon would stop himself from hurting people with these
         | adventures - but, I also think it's possible that without this
         | trait, whatever you call it, Elon wouldn't have made the
         | progress in the areas he has. On net I think he's still done a
         | tremendous amount.
        
           | pwillia7 wrote:
           | Sounds like ADHD hyperfixation
        
           | sroussey wrote:
           | I think it's called the shiny ball syndrome, common to many
           | startup founders.
        
         | Swenrekcah wrote:
         | The day he starts threatening US homeland security with SpaceX
         | might be the day he finally understands his place.
        
         | scoopertrooper wrote:
         | > I wonder if it's only a matter of time before he starts
         | dangling that to get what he wants in cases like this.
         | 
         | https://en.wikipedia.org/wiki/Defense_Production_Act_of_1950
        
         | aseipp wrote:
         | I suspect any hypothetical scenario where he dangled SpaceX in
         | front of a suit, presumably from some natsec POV, wouldn't end
         | in the Iron Man 2 Tony Stark speech about "It's my property"
         | and befuddled politicians. It would end with him being forced
         | to bend the knee behind closed doors (and consequently watching
         | over his shoulder for the rest of his life.) Or he would simply
         | have a bullet put in him, and his remains would be grounded
         | into a fine, meat-like paste.
        
         | ta8645 wrote:
         | I don't know about a villain, but he definitely isn't a
         | saviour. Was hoping he'd follow through in reforming Twitter.
         | But it turns out, even with all his resources, he's actually
         | pretty weak in comparison to the forces set against him.
        
           | sroussey wrote:
           | Elon is the force against himself. No conspiracy required.
        
         | almost_usual wrote:
         | I see a similar trajectory as OJ Simpson..
        
       | theptip wrote:
       | There's been a lot of speculating around here on exactly what it
       | would take for Musk to get out of this deal; here's the TLDR of
       | the analysis from Levine:
       | 
       | > Musk cannot get out of the deal just because one of Twitter's
       | representations is false. He still has to close the deal unless
       | the representation is false and it would have a "material adverse
       | effect" on Twitter. This is a famously under-defined term but it
       | generally needs to be a pretty catastrophic effect. If the bots
       | are 6% of mDAUs, whatever. If the bots are 75% of mDAUs and
       | Twitter has been knowingly misleading its advertisers, and Musk
       | can expose that scam and advertisers flee and Twitter faces legal
       | trouble for its fraud, then, sure, material adverse effect.
       | 
       | As to whether there is any evidence of a false representation
       | (not even addressing material adverse effect due to that false
       | representation):
       | 
       | > The only basis for the claim is that "preliminary analysis by
       | Mr. Musk's advisors of the information provided by Twitter to
       | date causes Mr. Musk to strongly believe that the proportion of
       | false and spam accounts included in the reported mDAU count is
       | wildly higher than 5%." Notice that Ringler does not say that the
       | analysis shows that the bots are "wildly higher than 5%" of
       | mDAUs: That would be a factual claim that, I suspect, Musk's
       | advisers know is false. They make only the subjective claim that
       | Musk "strongly believes" it.
       | 
       | And then, perhaps the better grounds for Musk to prevail:
       | 
       | > The second pretext is: Twitter is not giving Musk enough
       | information about the bot problem. This is a better pretext, for
       | technical legal reasons, which we have also discussed previously.
       | In the closing conditions to the merger, representations are
       | qualified by "material adverse effect"; just finding that a
       | representation is false would not give Musk the right to
       | terminate the deal unless it caused an MAE. But covenants are
       | qualified by "all material respects": In the merger agreement,
       | Twitter promised to do certain things between signing and
       | closing, and it has to do those things, whether or not there
       | would be a material adverse effect from not doing them. So if
       | Musk can prove that Twitter hasn't complied with its obligations,
       | he can get out of the deal.
        
         | Turing_Machine wrote:
         | > If the bots are 6% of mDAUs, whatever.
         | 
         | It seems like the purchase price should be of the order of 6%
         | less in that case.
         | 
         | 6% of $44 billion is not a trivial amount of money.
        
           | govg wrote:
           | These are figured that Twitter has been filing with the SEC
           | for ages. How does it make sense if the purchase was agreed
           | upon when all this was public information?
        
           | theptip wrote:
           | This isn't how "material adverse event" works, which is the
           | term that was written into the contract that Musk signed.
           | 
           | Normally "is the mDAU figure correct" is the kind of thing
           | you answer before you sign the merger agreement and lock in
           | your purchase price.
           | 
           | Also note that the baseline in SEC filings was 5% bots, so 6%
           | is only 1pp higher. The claim was never that it was zero.
        
         | russdill wrote:
         | Do public statements before he signed the deal that imply that
         | he was aware that Twitter has a bot problem and already
         | suspected that the number we much higher than reported by
         | Twitter have any effect?
        
           | Barrin92 wrote:
           | wasn't that literally the reason he claimed he wanted to buy
           | it for in the first place? I remember him going on about
           | verifying every human on twitter and improving our discourse
           | 
           | the thing he's pretending to ditch the deal for was the thing
           | he allegedly wanted to fix
        
             | sroussey wrote:
             | And wrote it in the SEC filed docs.
        
           | tptacek wrote:
           | It's kind of a moot point; Levine is reading tea leaves about
           | what a judge will think hearing all of this, but the fact is
           | that Musk waived the right to condition the acquisition on
           | Twitter's bot statistics, pretty much in black and white.
        
           | theptip wrote:
           | Levine certainly thinks this is true.
        
       | victor106 wrote:
       | Elon's going to get away with this. Even though he shouldn't.
       | 
       | The rich play by different rules and the law lets them.
       | 
       | If the rest of us did the same we would have to pay ridiculous
       | fines and/or spent time behind bars.
        
       | frankohn wrote:
       | My idea is that Elon Musk is just leveraging it's wealth and
       | public visibility to gain a lot of money easily tricking the
       | markets. Especially those market where people are more easily
       | gullible.
       | 
       | I think he did it with bitcoins when it declared Tesla will
       | accept Bitcoin payments on the same basis of ordinary payments.
       | Just later he abruptly dismissed the whole thing because the
       | operation was terminated. In the meantime I guess he just
       | acquired a lot of bitcoins before the public announcement and
       | just sold them when the price was much higher.
       | 
       | I think that stock market and Bitcoin market are easily gullible
       | by wealthy people because a lot of people investing are
       | inexperienced and are easily influenced by press communication
       | without ground truth basis.
        
       | lizardactivist wrote:
       | Did anyone think he would actually be allowed to buy it? Twitter,
       | as a weapon for propaganda and a tool for information collection,
       | is too important and powerful to just let someone like Musk do
       | what he wants with it.
        
         | fwip wrote:
         | What? Elon is trying to back out of the deal, not Twitter.
        
         | resoluteteeth wrote:
         | Nobody is trying to stop Elon Musk from buying Twitter except
         | for Elon Musk himself.
         | 
         | Twitter, the banks lending him money, and the other investors
         | Elon lined up are all trying to make the transaction go
         | forward.
         | 
         | So the answer is clearly that yes, Elon musk is "allowed" to
         | buy Twitter if he actually wants to. He may even have to buy it
         | based on the agreement he signed even if he no longer wants to.
        
       | labrador wrote:
       | I believe he was sincere, but found out quickly that a lot of
       | people had strong feelings about his plans for the platform. It's
       | possible he was in danger of losing people he really needs for
       | his other businesses. I don't blame him for bailing out on a
       | lose/lose situation.
        
         | checkurprivlege wrote:
         | Correct
         | 
         | a tide of hatred turned against him
         | 
         | Musk correctly reacted by withdrawing and not wanting any of
         | this
         | 
         | you can keep the social media and deal with your hatred
         | yourselves or your therapist
        
       | rabite wrote:
        
         | paulgb wrote:
         | > but all he needs to have defense standing might be a single
         | one of the millions of accounts Twitter has claimed is an
         | active monetizable user to be shown to be a bot
         | 
         | There's some good discussion in the article (whose author has a
         | law degree) about why that's not the case.
        
         | [deleted]
        
         | [deleted]
        
         | [deleted]
        
       | hartator wrote:
       | > that it has knowingly been massively understating the number of
       | bot accounts in order to trick companies into buying Twitter ads
       | and shareholders into buying Twitter stock
       | 
       | Wasn't Google Ads 80% fake clicks on some studies? It won't be
       | surprising Twitter Ads is actually worse. There is so zero
       | incentive to clean it up and so many shady reasons to do it.
        
         | anonu wrote:
         | Fake clicks and bot accounts are two distinct things in my
         | opinion. Bot accounts are bad, fake clicks are much much worse.
        
           | hedora wrote:
           | It depends on your perspective. As far as I'm concerned the
           | whole target advertising industry is a blight on society. The
           | more click fraud undermines it, the better.
           | 
           | On then other hand, bot accounts help get bozos elected,
           | encourage mass shootings, etc.
           | 
           | Come to think of it, I don't think it depends on your
           | perspective. Bot accounts are a much bigger issue than click
           | fraud.
        
         | bmitc wrote:
         | Tesla bots are some of the most active on Twitter, or at least
         | some of the most efficient in achieving their goal of
         | manipulating Tesla interest, sentiment, and ultimately stock
         | price. Musk knows this. I wouldn't be surprised if he knows who
         | controls these bots.
        
         | tptacek wrote:
         | That might actually hurt Musk's argument, because Google is
         | incredibly lucrative despite the belief that ad clicks are
         | overwhelmingly fake. The rule of thumb Levine (an attorney)
         | gave a few posts ago for MAE's in Delaware courts is
         | "sufficient to cause a 40% drop in profitability". Not stock
         | price, not mDAU numbers, but income statements.
        
       | adventured wrote:
       | Musk wasn't pretending to buy Twitter, the article is using a
       | sort of simpleton interpretation of Musk's behavior. That's the
       | interpretation someone would take if they dislike Musk and get
       | overly emotional about his behavior.
       | 
       | Musk is x y z. Oh my god, did you see the tweet he sent out!?! I
       | just hate Musk, blah blah blah. He's such a terrible human. This
       | one time he called a person a really bad name. - That's the type
       | of person that reads Musk's Twitter acquisition attempt the way
       | the article is.
       | 
       | I don't care much about Musk one way or another, but this is not
       | a complicated context and the author is plain wrong.
       | 
       | What happened is the market for hyper overvalued stocks has
       | crashed. He was faced with the scenario of paying double for
       | Twitter vs what it was really worth. Remove the Musk prop and the
       | stock collapses. Next up, the stock is heading south of $30 /
       | share. It might be worth taking over for $20-$25 / share at most.
       | 
       | Musk didn't want to pay $20 billion more for Twitter than he had
       | to, even for him that was a bridge too far. Particularly while
       | his own paper bubble fortune is just as at risk of implosion as
       | the rest.
       | 
       | It was really, really, really dumb timing. That was Musk's actual
       | issue.
        
         | kcplate wrote:
         | This to me seems the most reasonable explanation and explains
         | most of the behaviors involved on both sides. I don't buy into
         | "it was just a joke that went too far" theory.
         | 
         | Musk doesn't want a turd.
         | 
         | Twitter, essentially made a deal with the devil (from their
         | perspective). Despite being initially opposed to this deal,
         | they now has to sue to try and make it happen, because I
         | suspect if it doesn't "south of $30" is going to be more like
         | "around $20" and there are a whole bunch of folks that might
         | get interested in a takeover at that level with far more
         | villain potential than Musk.
        
       | tailrecursion wrote:
       | I'd like to learn how to read billionaires' minds. Anyone know a
       | good book I can read so that I can have the skills of this
       | opinion writer?
        
         | TillE wrote:
         | There's reams of Musk's direct thoughts about this topic and
         | many many others, coincidentally available on twitter dot com.
         | It's not overly difficult to get a sense of who he is and how
         | he thinks about things.
        
         | anonu wrote:
         | Matt Levine is a lawyer. Nothing to do with understanding a
         | billionaires mind. A solid legal understanding, especially of
         | corporate finance, M&A, etc is what you're looking for here ...
        
         | tveita wrote:
         | https://en.wikipedia.org/wiki/DSM-5
        
         | aaaaaaaaata wrote:
         | Internet comment threads.
         | 
         | No, seriously. Just keep finding better ones.
        
         | jollybean wrote:
         | They are of the same mind as any other person with a bit of
         | arrogance and hubris they just have more money.
         | 
         | Imagine some lowly millionaire putting a bid in for a piece of
         | land / cottage he wants, and the karma that can come from that.
         | Same thing, different scale.
        
         | hotpotamus wrote:
         | "I want more"
         | 
         | You're welcome.
        
           | ThalesX wrote:
           | I met an almost billionaire once; I mentioned how a million
           | dollars would cover me for the rest of my life and she
           | followed with a 10 minute speech on how money is horrible and
           | she can't sleep at night for their concern. I was moved but I
           | confessed I'd still want that million dollars to fall out of
           | the sky. It didn't feel like she "wanted more".
        
             | tluyben2 wrote:
             | I used to 'hang' with a billionaire friend of the family
             | and, maybe that might be dutch, he was incredibly frugal
             | (drove a crappy old but not classic car, lived in a rather
             | small house etc) and yea was obsessed with making more. He
             | would ask me out for a coffee and ask to split the bill (or
             | just pay his part and walk wait for me to pay my part) even
             | though I usually just paid as I don't like going dutch. He
             | spent almost no money during his life. Guess that is all
             | good for making fortunes.
        
               | SoftTalker wrote:
               | Warren Buffett reputedly lives frugally and clips
               | coupons.
        
             | hotpotamus wrote:
             | How did you meet her? Were you at a zen meditation retreat
             | after retiring from remunerative employment?
             | 
             | On a semi-related note, one of the most predictive factors
             | of stress in any primate societies is inequality, but one
             | of the more surprising factors is that stress increases for
             | everyone, even those at the top of the heap.
        
       | metadat wrote:
       | Un-paywalled: https://archive.ph/5nLiC
        
       | dang wrote:
       | Recent and related:
       | 
       |  _Notice of termination of Twitter merger agreement_ -
       | https://news.ycombinator.com/item?id=32027341 - July 2022 (1361
       | comments)
        
       | georgia_peach wrote:
       | This is politics masquerading as legal analysis. Twitter, by its
       | own admission, lied about their user count for years. Elon will
       | either go without penalty, or take a slap on the wrist. Levine
       | spends a lot of time shilling on bots because he knows that's a
       | weak spot for the Elon haterz club.
       | 
       | https://nairametrics.com/2022/04/28/twitter-says-it-inflated...
       | 
       | edit: Not an Elon fan BTW. Just don't appreciate this Levine's
       | axe-grinding masquerading as impartial legal analysis.
        
         | georgia_peach wrote:
         | And to the _georgia_peach_ haterz, who can 't be bothered to
         | back their downvotes up with a comment: keep on believing in
         | that free legal education you're getting from Goldman M&A.
        
       | hartator wrote:
       | If "serious" business led us to wars like in Ukraine, I'll take
       | Elon Musk's expensive jokes any day.
        
       | ReaLNero wrote:
       | BTW, to those who don't know -- Money stuff is free if you
       | subscribe to it as an email newsletter.
       | 
       | Link: https://www.bloomberg.com/account/newsletters/money-stuff
        
         | vitorsr wrote:
         | Plus, as prominently displayed in a Pinned Tweet on Levine's
         | Twitter:
         | 
         | https://twitter.com/matt_levine
        
         | [deleted]
        
         | slotrans wrote:
         | and you _absolutely should subscribe_ because it is fantastic
         | and hilarious
        
         | dang wrote:
         | (We detached this subthread from
         | https://news.ycombinator.com/item?id=32036815.)
        
       | xiphias2 wrote:
       | I don't understand why we need to make things personal: a
       | multibillionaire with practically unlimited resources is
       | negotiating with a multibillion dollar corporation with
       | practically unlimited resources.
       | 
       | It's clear that the offer Elon got stuck with has an unrealistic
       | price at this point (and Elon just want a reason to get out of
       | the deal), just like it's clear that Twitter's management is
       | incompetent in the last few years.
       | 
       | I just hope that there will be a lawsuit with juicy details so
       | that I can get my popcorn, but I believe the 2 parties will
       | settle.
        
         | roca wrote:
         | Twitter management probably didn't have much choice but to
         | accept the deal. Turning down an offer significantly above the
         | stock price sounds like a trigger for a shareholder lawsuit.
        
         | bambax wrote:
         | > _It's clear that the offer Elon got stuck with has an
         | unrealistic price at this point_
         | 
         | But that's not how it works. That's why we have contracts, and
         | covenants, etc.: it's so that, if conditions change, one party
         | cannot say "oops, sorry, changed my mind" and walk.
         | 
         | (Also, the offer "Elon got stuck with" is his own, and even
         | bears his childish signature of a weed joke.)
        
         | addicted wrote:
         | Elon only got stuck with it because he explicitly waived the
         | right to due diligence which would have protected him from all
         | this.
         | 
         | He tried to act badass but came out looking like a dumbass.
         | 
         | Everything since is his effort to get out of this (which he
         | will...one of the nice things about having a lot of money is
         | that it's very hard to lose, no matter how illegal whatever
         | you're doing is), but is also trying to pretend he didn't do
         | something really really dumb.
         | 
         | I see absolutely no reason to help Elon rewrite history
         | especially when he could very well paid the penalty and walked
         | away like he contractually agreed to, which would have ended
         | the matter right there.
        
         | refurb wrote:
         | Pretty much.
         | 
         | It's like selling a house and buyer makes an offer with no
         | contingencies.
         | 
         | Sure, you can sue them to close the deal but the juice isn't
         | worth the squeeze. Does Twitter want to be locked into some
         | multi-year court battle?
         | 
         | They'll settle and the news will move onto something else.
        
           | mupuff1234 wrote:
           | Suing to close the deal can be a way to get leverage for the
           | eventual settlement.
        
           | moralestapia wrote:
           | >Sure, you can sue them to close the deal but the juice isn't
           | worth the squeeze.
           | 
           | LOL, I'm sure the juice will be worth the squeeze on a $44
           | billion dollar house.
        
             | refurb wrote:
             | Nope. Years of court battles distracts the company and
             | keeps other buyers away.
        
           | jcranmer wrote:
           | > Does Twitter want to be locked into some multi-year court
           | battle?
           | 
           | Delaware courts are pretty fast. The court case could
           | conceivably be finished before the end of this year.
        
             | whiplash451 wrote:
             | Also, if we're talking dozens of billions of dollars, yes,
             | it totally makes sense for a company to engage into a
             | multi-year battle.
        
             | refurb wrote:
             | Presumably Musk's legion of lawyers can find some way to
             | drag things out.
        
               | CogitoCogito wrote:
               | Why do you presume that?
        
               | refurb wrote:
               | Court decisions can be appealed.
        
               | CogitoCogito wrote:
               | And those appeals can be ruled upon and then the case can
               | reach a conclusion. It's not like the lawyers can just
               | take _any_ case with _any_ facts and keep the case from
               | _ever_ reaching a conclusion.
               | 
               | The real question you should ask yourself is, if $44
               | billion is on the line, how long would you continue to
               | pursue the case in the face of lawyers who are just
               | trying to drag it out? Even if it went on for years (it's
               | not assured Musk's lawyers could drag it out past a
               | year), I can think of 44 billion reasons to continue with
               | the case.
        
               | refurb wrote:
               | I think you underestimate the burden on a company of
               | multi-year litigation.
               | 
               | They won't get any more buyers while it's happening and
               | it's a massive distraction.
               | 
               | I've worked at companies like this and it brutal on
               | employee morale. People just leave.
        
               | HWR_14 wrote:
               | > I've worked at companies like this and it brutal on
               | employee morale. People just leave.
               | 
               | Who cares? If you think you're going to win, it's just
               | Elon causing his future employees to quit. It's not going
               | to affect your payday of $54.20. Similarly, no other
               | buyers will make lower offers. Those are, by definition,
               | worse than just suing.
        
           | TillE wrote:
           | It's not like there's another buyer out there offering $44
           | billion. Twitter has no reason to settle, unless maybe the
           | stock price goes way up.
        
             | refurb wrote:
             | It's like a divorce. You can either reach a settlement or
             | spend a ton of money fighting for years.
             | 
             | You imagine how distracting it would be for Twitter to have
             | this in their quarterly updates? They certainly aren't
             | selling the company until it's resolved.
             | 
             | My prediction - lots of public tough talk, then a quiet
             | resolution.
        
               | CogitoCogito wrote:
               | > It's like a divorce. You can either reach a settlement
               | or spend a ton of money fighting for years.
               | 
               | There's basically no way they could possibly spend even a
               | tiny fraction of the overall deal's worth fighting this
               | even if it went on for years. Not spending that money to
               | fight this would really be stupid.
        
           | edgyquant wrote:
           | The answer is almost certainly yes. It isn't Twitter sitting
           | in a court room for nothing they're getting higher than the
           | stock price was when the deal was announced.
           | 
           | It's a profitable venture for twitter
        
           | MrMan wrote:
           | Analogies don't work with corporate law
        
         | jollybean wrote:
         | Twitter management is not incompetent, Musk set his own price.
         | 
         | He should definitely pay a fine.
         | 
         | You can't walk into a situation and cause major chaos -
         | literally executive turnover, stock going crazy, all sorts of
         | turmoil - and then walk away on bad faith and excuses.
         | 
         | Also - he does not have unlimited resources. He literally
         | cannot afford this deal right now.
        
           | kzrdude wrote:
           | He can afford it, but not without causing further chaos to
           | himself and his companies.
        
           | eftychis wrote:
           | He practically bought it; it's unlikely an agency or third
           | party to intervene / object; only thing to "save" him is
           | stating he doesn't have the monwy/funding was pulled due to
           | lack of information. Even then, I doubt he would avoid it.
           | 
           | Of course they can drag each other to the bottom until one
           | gives up. I doubt Musk will and Twitter might have
           | existential issues if it doesn't get bought with rumors
           | related to their user base quality.
        
             | jollybean wrote:
             | The user base quality thing, irrespective of what the real
             | answer is, is mostly a canard. The only way it could
             | possibly get used is by Musk in the public commons to trash
             | them.
             | 
             | Other than that, this will be a side-show court battle now,
             | unless one party has reason to continue arguing about it in
             | public sphere.
        
         | hey2022 wrote:
         | Twitter is a public company. We can not ignore the effect this
         | situation has on the investors (regardless of whether someone
         | thinks "they deserve it", or something equally irrelevant).
        
         | shalmanese wrote:
         | Contracts matter. The ability for two parties to create a
         | contract and to have reasonably secure knowledge that the state
         | will still in and enforce the terms of the contract, using
         | violence if necessary, is a massive foundational element to
         | free market capitalism.
         | 
         | We see in states where such an expectation is not present, that
         | it becomes an enormous invisible drag on all business activity
         | and degrades the civic functioning of society.
         | 
         | One of the crowning achievements of Western Liberalism was the
         | concept of "rule of law" and that there would exist an
         | impartial, powerful judiciary independent of political power
         | that could bring massive resources to bear to enforce
         | contracts.
        
         | whiplash451 wrote:
         | Can you please elaborate on what makes it clear that Twitter
         | management was incompetent in the last few years?
        
       ___________________________________________________________________
       (page generated 2022-07-09 23:00 UTC)