Tesla CEO Elon Musk is expected in court on Monday, and the stakes are high — if he loses he could have to pay upwards of $2 billion from his considerable personal wealth.
Musk will be the first witness in a trial to defend his role in Tesla’s $2.6 billion acquisition of SolarCity. Shareholders have sued Musk and members of the Tesla board, alleging that the 2016 deal amounted to a SolarCity bailout.
They also allege that it unfairly enriched the Musk family, who were among the largest shareholders, and that Musk and others failed to disclose all pertinent details and breached their fiduciary responsibilities. Musk has insisted he was “fully recused” from negotiations over the deal.
Last year, the board members named in the suit settled with the Tesla shareholders for $60 million with no admission of wrongdoing. Musk, the second-richest person in the world, was the only defendant who chose to take the fight to court.
There’s no jury to persuade in this matter. His fate will be determined by the Delaware Chancery Court’s judge, Vice-Chancellor Joseph Slights III.
Days in court
Musk has had his share of legal problems beyond SolarCity.
For example, the SEC sued him in 2018 for fraud, with Musk and Tesla settling, paying $20 million each. The charges came after Musk tweeted about taking Tesla private for $420 a share, a move that sent Tesla’s stock price soaring. Musk had to temporarily relinquish his chairman role at Tesla as one of the terms of the settlement.
In a separate case, he emerged victorious after caving expert Vernon Unsworth said Musk had defamed him when the Tesla CEO called him a “pedo guy” on twitter. His attorneys argued that “pedo guy” was heated rhetoric and not meant as statement of fact.
Tesla and Musk are facing many other lawsuits, including one over Musk’s unprecedented CEO compensation package, and a number of federal probes according to the company’s own financial filings.
In the SolarCity case, the judge will have to decide whether Musk was a conflicted controlling shareholder who met the “entire fairness” standard in his handling of the SolarCity acquisition.
In other words, was Musk acting in Tesla shareholders’ best interest? And did Musk tell shareholders everything they deserved to know?
Known as a shareholder derivative action, this kind of lawsuit is filed by investors on behalf of a corporation, rather than the individuals or funds themselves. If the plaintiffs win, proceeds may go to Tesla and not to the stakeholders who brought the suit.
According to a filing with the chancery court, Musk owned 22.1% of Tesla common stock at the time of the deal, and 21.9% of SolarCity. SolarCity was a troubled asset that was bleeding cash in the capital-intensive market of residential solar deployment.
Musk’s attorneys are expected to argue that the SolarCity deal hasn’t harmed shareholders at all and that they voted overwhelmingly to approve the acquisition. After all, Tesla shares have skyrocketed from a closing price of $43.92 on June 21, 2016 — when Tesla announced it would bid for SolarCity — to a closing price of $656.95 on July 9, 2021 (Friday) after a five-for-one stock split last year.
The company is also part of the S&P 500 now, and reports profits regularly.
SolarCity was founded and run by Musk’s cousins, Lyndon and Peter Rive, but backed by Musk who served as chairman of the board. Meanwhile, he also was CEO of Tesla, as well as the company’s chairman.
That wasn’t his only potential conflict. SpaceX, Musk’s aerospace venture, had invested $255 million in SolarCity bonds from March 2015 to March 2016. Four members of Tesla’s board directly or indirectly owned SolarCity stock at the time the acquisition was under consideration. And some Tesla board members also held shares in SpaceX and were on its board.
How he pitched it
To Musk and many of his supporters, the acquisition of SolarCity in 2016 represented a natural combination of his companies and a way for Tesla to pursue its environmental mission with a broader array of products. Homeowners would be able to finance and install solar rooftop panels from the same company that provided their electric vehicle, home charging station and backup battery for energy storage.
Tesla had already launched an energy division in late 2015, with a home battery dubbed the Powerwall and other big batteries for use by businesses and utilities.
By June 2016, Musk said Tesla would bid $2.8 billion to buy SolarCity. “I don’t think this creates additional financial risk for Tesla,” he said at that time, and called a merger “blindingly obvious.” But Tesla investors were skeptical, with the stock price plunging more than 10% on the announcement.
In July 2016, Musk presented his vision of Tesla as an automotive innovator and renewable energy titan in his famous “Master Plan Part Deux.”
As CNBC previously reported, unsealed court documents, including emails between Musk and SolarCity execs, would later reveal that he knew SolarCity was facing a “liquidity crisis” even as Tesla pursued the acquisition.
“Three things need to happen to change investor sentiment: SolarCity solving its liquidity crisis, an LOI with Panasonic to address solar cell production risk, and a joint product demo,” Musk wrote to SolarCity execs in September that year. “Should be able to do all those before the shareholder vote.”
In October 2018, Tesla and SolarCity jointly announced a combined solar roof and battery pack. Musk showed off what looked like a solar panel, miniaturized and sleek enough to be mistaken for high-end roofing materials, at the Hollywood set of Desperate Housewives.
After the deal
The hype event did help him to turn investor sentiment. In November, the deal was approved in a vote by 85% of shareholders. But after it closed, Tesla’s SolarCity business would falter.
Through the years, the company repeatedly delayed mass manufacturing its Solarglass roof tiles. The ones Musk presented as a production-ready prototype in 2016 were actually a non-functional design prototype.
Walmart sued Tesla after fires broke out on panels the company had installed atop their facilities. A former Tesla Energy employee filed a whistleblower complaint to federal agencies about the fire risks of Tesla’s solar rooftops. And Panasonic exited from the Buffalo plant that Tesla took over, once it was clear Tesla was not going to manufacture its solar roof tiles there.
While the Tesla solar roof tiles have not taken off, the company’s energy storage products are on a tear, as demand for lower-cost electricity from renewable sources picks up worldwide.
In the trial starting Monday in Wilmington, Delaware, Musk will be represented by attorneys with Ross Aronstam & Moritz (David E. Ross, Garrett B. Moritz and Benjamin Z. Grossberg). The trial is expected to run until July 23, 2021, unless the entities seek a settlement before it’s done.
Alibaba to split into 6 units and explore IPOs; shares pop 9%
Alibaba has faced growth challenges amid regulatory tightening on China’s domestic technology sector and a slowdown in the world’s second-largest economy. But analysts think the e-commerce giant’s growth could pick up through the rest of 2022.
Kuang Da | Jiemian News | VCG | Getty Images
Alibaba said Tuesday it will split its company into six business groups, each with the ability to raise outside funding and go public, in the most significant reorganization in the Chinese e-commerce giant’s history.
Each business group will be managed by its own CEO and board of directors.
Alibaba said in a statement that the move is “designed to unlock shareholder value and foster market competitiveness.”
Alibaba’s shares popped more than 9% in pre-market trade in the U.S.
The move comes after a tough couple of years for Alibaba which has faced slowing economic growth at home and tougher regulation from Beijing, resulting in billions being wiped off its share price. Alibaba has struggled with growth over the past few quarters.
Alibaba is now looking to reinvigorate growth with the reorganization.
The business groups will revolve around its strategic priorities. These are the groups:
- Cloud Intelligence Group: Alibaba CEO Daniel Zhang will be head of this business which will house the company’s cloud and artificial intelligence activities.
- Taobao Tmall Commerce Group: This will cover the company’s online shopping platforms including Taobao and Tmall.
- Local Services Group: Yu Yongfu will be CEO and the business will cover Alibaba’s food delivery service Ele.me as well as its mapping.
- Cainiao Smart Logistics: Wan Lin will continue as CEO of this business which houses Alibaba’s logistics service.
- Global Digital Commerce Group: Jiang Fan will serve as CEO. This unit includes Alibaba’s international e-commerce businesses including AliExpress and Lazada.
- Digital Media and Entertainment Group: Fan Luyuan will be CEO of the unit which includes Alibaba’s streaming and movie business.
Each of these units can pursue independent fundraising and a public listing when they’re ready, Zhang said.
The exception is the Taobao Tmall Commerce Group, which will remain wholly-owned by Alibaba.
$600 billion wipeout
Around $600 billion of value has been wiped out since Alibaba’s share price peak in October 2020. Since then, the Chinese government has cracked down on private technology businesses, introducing a slew of regulation and increasing scrutiny on the practices of domestic giants.
Alibaba’s fintech affiliate Ant Group was forced by regulators to cancel its mega public listing in November 2020. And in 2021, Alibaba was fined $2.6 billion as part of an antitrust probe.
Alibaba is now looking to reinvigorate growth. The company has grown into a giant that encompasses businesses from e-commerce to cloud computing to streaming and logistics.
The company sees the creation of the six businesses as a way to be nimbler.
“This transformation will empower all our businesses to become more agile, enhance decision-making, and enable faster responses to market changes,” Zhang said in a statement.
The reorganization also comes at a time when there are signs that Beijing is warming back up to technology businesses, as the government seeks to revive economic growth in the world’s second-largest economy.
Jack Ma, Alibaba’s outspoken and charismatic founder who was out of the public eye and travelling abroad for several months, has returned to China, in a move perceived as an olive branch from Beijing.
4G internet is set to arrive on the moon later this year
Nokia hopes to install a data network on the moon sometime in 2023, an executive told reporters.
Thomas Coex | AFP via Getty Images
Nokia is preparing to launch a 4G mobile network on the moon later this year, in the hopes of enhancing lunar discoveries — and eventually paving the path for human presence on the satellite planet.
The Finnish telecommunications group plans to launch the network on a SpaceX rocket over the coming months, Luis Maestro Ruiz De Temino, Nokia’s principal engineer, told reporters earlier this month at the Mobile World Congress trade show in Barcelona.
The network will be powered by an antenna-equipped base station stored in a Nova-C lunar lander designed by U.S. space firm Intuitive Machines, as well as by an accompanying solar-powered rover.
An LTE connection will be established between the lander and the rover.
The infrastructure will land on the Shackleton crater, which lies along the southern limb of the moon.
Nokia says the technology is designed to withstand the extreme conditions of space.
The network will be used within Nasa’s Artemis 1 mission, which aims to send the first human astronauts to walk on the moon’s surface since 1972.
The aim is to show that terrestrial networks can meet the communications needs for future space missions, Nokia said, adding that its network will allow astronauts to communicate with each other and with mission control, as well as to control the rover remotely and stream real-time video and telemetry data back to Earth.
The lander will launch via a SpaceX rocket, according to Maestro Ruiz De Temino. He explained that the rocket won’t take the lander all the way to the moon’s surface — it has a propulsion system in place to complete the journey.
Anshel Sag, principal analyst at Moor Insights & Strategy, said that 2023 was an “optimistic target” for the launch of Nokia’s equipment.
“If the hardware is ready and validated as it seems to be, there is a good chance they could launch in 2023 as long as their launch partner of choice doesn’t have any setbacks or delays,” Sag told CNBC via email.
Nokia previously said that its lunar network will “provide critical communication capabilities for many different data transmission applications, including vital command and control functions, remote control of lunar rovers, real-time navigation and streaming of high definition video.”
One of the things Nokia is hoping to achieve with its lunar network is finding ice on the moon. Much of the moon’s surface is now dry, but recent unmanned missions to the moon have yielded discoveries of ice remnants trapped in sheltered craters around the poles.
Such water could be treated and used for drinking, broken up into hydrogen and oxygen for use as rocket fuel, or separated to provide breathable oxygen to astronauts.
“I could see this being used by future expeditions to continue to explore the moon since this really seems like a major test of the capabilities before starting to use it commercially for additional exploration and potential future mining operations,” Sag told CNBC.
“Mining requires a lot of infrastructure to be in place and having the right data about where certain resources are located.
We’ll need more than just internet connectivity, if we’re ever to live on the moon. Engineering giant Rolls-Royce, for example, is working on a nuclear reactor to provide power to future lunar inhabitants and explorers.
WATCH: Three decades after inventing the web, Tim Bernersr-Lee has some ideas on how to fix it
Elon Musk says only verified users will show up in Twitter’s recommendation feed in further shake-up
Elon Musk Twitter account seen on Mobile with Elon Musk in the background on screen, seen in this photo illustration. On 19 February 2023 in Brussels, Belgium.
Jonathan Raa | Nurphoto | Getty Images
Elon Musk said that only verified accounts will appear in Twitter’s recommendation feed, as the billionaire further shakes up the social media platform.
Twitter’s “For You” tab shows users tweets from people they don’t follow, but that are recommended to them by the social media firm’s algorithm. To date, this has showed accounts from any Twitter users, whether they are verified or not.
But Musk announced in a tweet late Monday that, going forward, only verified accounts will show up in the “For You” section of the site.
Musk claims the move “is the only realistic way to address advanced AI bot swarms taking over.”
Musk also said that only verified users will be able to vote in polls.
Since buying Twitter last year, Musk has sought to shake up the way the company does verification. Before Musk’s acquisition, Twitter used to verify users with a blue check mark as a way to identify the account matches the person or company it says it is. This process was free and applied to celebrities, journalists, government officials and organizations.
Musk introduced a subscription service last year called Twitter Blue that allows a user to pay $8 per month to be verified and obtain the blue check mark.
Twitter said last week that it would begin to wind down its “legacy verified program” and remove “legacy verified” check marks on Apr. 1. The company is prompting people with the legacy checkmarks to sign up for the Twitter Blue subscription service.
Musk has been trying to find ways to generate new revenue streams at Twitter, with paid verification being a flagship policy. But the company has reportedly lost a huge amount of value.
Musk told employees last week that Twitter is now valued at $20 billion, according to an email sent to employees and seen by the New York Times. That is down more than 50% from the $44 billion Musk paid for company last year.
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