The size and scope of what the jury is being asked to process here is really astounding to me, if you step back and think about it. I've got a JD and other post-graduate study under my belt, and this is a lot to sit down and process. Plus, the restrictions on life, and the amount of time and mental energy you are being asked to dedicate to this case — it's truly kind of mind bending to consider.
While I don't have any legal training, I consider myself somewhat legally savvy and a highly sophisticated investor and it took reading it a couple of times to understand the legal part of the Securities Act provisions. This is a lot for an average juror to understand, especially if you don't invest in stocks.
Is there an expectation how long this trial will last?
I've been trading stocks and options for 30 years. And I was floored by the part about determining what the stock and option prices would have been on each day without the violation, in order to determine damages. Though I suspect the plaintiffs (and defense) will have expert witnesses who testify to those values and the jury doesn't somehow have to become market experts.
Just my 2 cents...I'm not a lawyer, not an engineer, have only read a few hundred CFR's in my lifetime, and am familiar with just the very basics of what I can and cannot do with my portfolio legally and responsibly and sometimes I still do something stupid that will result in a tax loss. This will come down to very good lawyers WELL VERSED in the market. The lawyers, in my humble opinion, will need to spend the majority of their allotted time teaching the jurors about the market and the SEC. At the end of the day it is the jurors job to render a verdict based on the facts and the evidence. They are not their to get a crash course in "SEC" laws. I am probably wrong but I see some of the jurors not being able to render a verdict.
Is it typical that jury instructions run 70+ pages?
This is SOMETHING: "You are to assume that the statements “Funding secured” and “Investor support is confirmed. Only reason why this is not certain is that it’s contingent on a shareholder vote.” were untrue. ... You must also assume Mr. Musk acted with reckless disregard for whether the statements were true. "
I imagine these decisions were part of summary judgement already made by the court.
I guess in a lot of ways, there's very little typical about any of this. I mean, many of the instructions are based off model jury instructions, but as a whole, securities cases rarely make it to trial. Patent law cases are what I would call the most similar in complexity, and have similarly complex legal and factual underpinnings with complex economic damages issues, and those instructions can run similarly in length (when you are doing damages and liability at once — but that's kind of rare in practice), but it's all amazingly complicated and kind of astonishing for its insane breadth, in my opinion, especially if you stand back and look at it from the point of view of some random person off the street. How could a person of average statistical intelligence be expected to understand a fraction of this, in the time allotted, really? I don't know.
Yes, Chen ruled on this in the middle of April. Causing great angst on the Musk side, but hey. Musk failed to present any evidence at all to show that he did have any kind of offer, verbal or whatever. His claim was merely that he believed he could get funding. I believe Chen's ruling on this was what pushed Musk over the edge to make the Twitter offer.
Interesting. Chen is very careful as to precedent and very detailed as to each bit of legal reasoning, but also not afraid at all to make certain findings which the defense will hotly dispute, such as reckless disregard and falsity of the tweets. I am curious as to how the jury will view the directors liability.
Chen's care is always so evident in everything he does. He's so meticulous, but — as you say — also not shy. I really enjoy his judicial style in that sense, he has similar vibes to Chancellor McCormick IMO.
I learned something by reading this, and that's not what I expected from jury instructions. Thank you so much for posting it! No matter how much Spiro doesn't like the jury, I don't think he'll take that kind offer from the defense for a bench trial.
Your tweet an hour ago, "Phew, that was one witness". What did you mean by that? Have they started questioning witnesses? I was trying to follow along on twitter but must have missed something. What was the GIF you tweeted of something being thrown out of a window? Thx
Sorry — I'm not covering this trial in any meaningful way in an attempt to summarize things. I'm just trying to do a little public service by pointing people in the right direction if they are looking to find where to listen in, etc., and maybe to comment along the way with some reaction gifs if I happen to be tuned in. I expect if people are interested in it they will listen along to the daily livestream. Today, the plaintiff was on the stand. The thing being thrown out the window was my laptop listening to the defense do their opening. I just can't stand the sound of lawyers doing arguments for jury trials. It's not my style. I'm so accustomed to the Court of Chancery where we don't have to do that kind of posturing. Life is so much better here! ☺️
Lol. Got it, thanks. I kinda thought it was a computer. I was thinking about tuning in but I felt like reading and did a deep dive on the terms of service to the website I was directed to and after about 5 minutes of "I agree to everything short of a thorough proctologist exam" I digress. :) Thx for you interesting artwork. I love the little bluebird/tweetbird :)
Jan 19, 2023·edited Jan 19, 2023Liked by Chance the Lawyer
Missed the opening statements, but I was present in court during the plaintiff's testimony.
It was entirely from an options trader who seemed to panic completely focusing his bets on the veracity of the "funding secure" part of Musk's tweet, at least for a week or two while unwinding his hedges. His statements about never "betting" (only "investing") and "never trading on rumor" did not ring true.
[Aside: I'm a retired engineer who sometimes likes to follow trials in the SF area involving patents, copyrights, or tech companies in general. Since the rules of evidence are different to legal beagles (only what is filtered thru the adversarial system) vs. what evidence is to science types like me (research everything you can from a curiosity standpoint) I would probably make a poor juror in that manner. Further, my own bias here is from multiple standpoints: (1) I drive a Tesla (Model 3, 2018), (2) I own shares long, kept from since before the infamous tweet, and (3) Simultaneously, I believe that Musk has cretinous opinions unbecoming of a CEO.]
I've read the documents from the related $40M SEC settlement involving class action losses from just two trading days including the tweet. There they are defined as applying to anyone who traded during those two days whether they kept the stock or not. Like most class action suits it will only pay out cents-on-the-dollar, if that. Here I wonder what is different besides the class period (10 days). It must be that the main difference is that a poor jury decides damages rather than the SEC + Tesla lawyers in a settlement. A pity, since that is rather like having juries in East Texas determine patent cases against deep pockets, i.e. very random.
I'm not sure if I will be there Friday, since it is streamed.
Fascinating. It sounds like with the pace they are keeping that although Musk was perhaps originally slated to be on the stand Friday, Monday or even later is much more likely. That would certainly make for interesting live watching if you are so inclined. Thanks for the in person reporting!
Will try for some more masochism, but being there at 8:15 am is a little tough, plus the taking off of belt/shoes etc. is worse than the airlines, even. That gives me an idea to save time like when I was a (Cal) Berkeley hippie, no belt, no shoes, no car keys, no man purse w/computer, just a phone.
What bugged me in person was that even though the plaintiff seemed bumbly and a bit forgetful, the lawyers were even more "telegraphic" and interminable. Why didn't they say "you were an effing options trader, for g*d sake, don't you know that's basically high-stakes casino gambling? forget the "greeks" (implied volatility that day-trader computers spit out, etc.) why couldn't you think that "*Considering* taking Tesla private" actually means it's ambiguous, and the $420 thing is a joke about Mary Jane? The lawyers didn't even try to say that the first sentence of the tweet undermines the second, ambiguous in itself?
When I was a young lad, only helping to fund my college sweetheart thru law school, I learned about things like "contributory negligence" and "assumed risk" and other junk like the "4 corners doctrine/parol evidence rule" --this wasn't even brought up against some gambler who over-extended, over-margined, overthought his "hedges" thinking TSLA was like the Iowa grain (or was it corn?) futures he hedged in Chicago for 40 years. jeez! Is this such a deep-pockets case that [flaky] Musk himself is responsible for everything some jarhead (pls. excuse the French) does in the name of a tweet?
The size and scope of what the jury is being asked to process here is really astounding to me, if you step back and think about it. I've got a JD and other post-graduate study under my belt, and this is a lot to sit down and process. Plus, the restrictions on life, and the amount of time and mental energy you are being asked to dedicate to this case — it's truly kind of mind bending to consider.
While I don't have any legal training, I consider myself somewhat legally savvy and a highly sophisticated investor and it took reading it a couple of times to understand the legal part of the Securities Act provisions. This is a lot for an average juror to understand, especially if you don't invest in stocks.
Is there an expectation how long this trial will last?
Trial will be approx. three weeks on the following schedule—
Mon, Tues, Wed, Fridays
8:30am - 1:30pm
Thursdays off
And I am kinda floored by how much the average person is being expected to take in with all of this. It's just ... a ... lot.
I've been trading stocks and options for 30 years. And I was floored by the part about determining what the stock and option prices would have been on each day without the violation, in order to determine damages. Though I suspect the plaintiffs (and defense) will have expert witnesses who testify to those values and the jury doesn't somehow have to become market experts.
Yes, there are people who specialize in this and both sides will present their own experts and figures.
Just my 2 cents...I'm not a lawyer, not an engineer, have only read a few hundred CFR's in my lifetime, and am familiar with just the very basics of what I can and cannot do with my portfolio legally and responsibly and sometimes I still do something stupid that will result in a tax loss. This will come down to very good lawyers WELL VERSED in the market. The lawyers, in my humble opinion, will need to spend the majority of their allotted time teaching the jurors about the market and the SEC. At the end of the day it is the jurors job to render a verdict based on the facts and the evidence. They are not their to get a crash course in "SEC" laws. I am probably wrong but I see some of the jurors not being able to render a verdict.
*there* typo
Just FYI, I think it's actually kind enough to let you edit your comments if you click on the three dots below it, just for future reference.
May be the intent is to force a mistrial by jury disqualification?
Is it typical that jury instructions run 70+ pages?
This is SOMETHING: "You are to assume that the statements “Funding secured” and “Investor support is confirmed. Only reason why this is not certain is that it’s contingent on a shareholder vote.” were untrue. ... You must also assume Mr. Musk acted with reckless disregard for whether the statements were true. "
I imagine these decisions were part of summary judgement already made by the court.
I guess in a lot of ways, there's very little typical about any of this. I mean, many of the instructions are based off model jury instructions, but as a whole, securities cases rarely make it to trial. Patent law cases are what I would call the most similar in complexity, and have similarly complex legal and factual underpinnings with complex economic damages issues, and those instructions can run similarly in length (when you are doing damages and liability at once — but that's kind of rare in practice), but it's all amazingly complicated and kind of astonishing for its insane breadth, in my opinion, especially if you stand back and look at it from the point of view of some random person off the street. How could a person of average statistical intelligence be expected to understand a fraction of this, in the time allotted, really? I don't know.
Yes, Chen ruled on this in the middle of April. Causing great angst on the Musk side, but hey. Musk failed to present any evidence at all to show that he did have any kind of offer, verbal or whatever. His claim was merely that he believed he could get funding. I believe Chen's ruling on this was what pushed Musk over the edge to make the Twitter offer.
Interesting. Chen is very careful as to precedent and very detailed as to each bit of legal reasoning, but also not afraid at all to make certain findings which the defense will hotly dispute, such as reckless disregard and falsity of the tweets. I am curious as to how the jury will view the directors liability.
Chen's care is always so evident in everything he does. He's so meticulous, but — as you say — also not shy. I really enjoy his judicial style in that sense, he has similar vibes to Chancellor McCormick IMO.
I learned something by reading this, and that's not what I expected from jury instructions. Thank you so much for posting it! No matter how much Spiro doesn't like the jury, I don't think he'll take that kind offer from the defense for a bench trial.
Judge Chen is "a good man, and thorough" — I'm glad these were interesting, I thought they might be. ☺️
Your tweet an hour ago, "Phew, that was one witness". What did you mean by that? Have they started questioning witnesses? I was trying to follow along on twitter but must have missed something. What was the GIF you tweeted of something being thrown out of a window? Thx
Sorry — I'm not covering this trial in any meaningful way in an attempt to summarize things. I'm just trying to do a little public service by pointing people in the right direction if they are looking to find where to listen in, etc., and maybe to comment along the way with some reaction gifs if I happen to be tuned in. I expect if people are interested in it they will listen along to the daily livestream. Today, the plaintiff was on the stand. The thing being thrown out the window was my laptop listening to the defense do their opening. I just can't stand the sound of lawyers doing arguments for jury trials. It's not my style. I'm so accustomed to the Court of Chancery where we don't have to do that kind of posturing. Life is so much better here! ☺️
Lol. Got it, thanks. I kinda thought it was a computer. I was thinking about tuning in but I felt like reading and did a deep dive on the terms of service to the website I was directed to and after about 5 minutes of "I agree to everything short of a thorough proctologist exam" I digress. :) Thx for you interesting artwork. I love the little bluebird/tweetbird :)
Surprised the judge didn't include a copy of some books from Kahneman and Tversky to cover all biases apparently needed to deliberate in this case :)
lol for real tho
Missed the opening statements, but I was present in court during the plaintiff's testimony.
It was entirely from an options trader who seemed to panic completely focusing his bets on the veracity of the "funding secure" part of Musk's tweet, at least for a week or two while unwinding his hedges. His statements about never "betting" (only "investing") and "never trading on rumor" did not ring true.
[Aside: I'm a retired engineer who sometimes likes to follow trials in the SF area involving patents, copyrights, or tech companies in general. Since the rules of evidence are different to legal beagles (only what is filtered thru the adversarial system) vs. what evidence is to science types like me (research everything you can from a curiosity standpoint) I would probably make a poor juror in that manner. Further, my own bias here is from multiple standpoints: (1) I drive a Tesla (Model 3, 2018), (2) I own shares long, kept from since before the infamous tweet, and (3) Simultaneously, I believe that Musk has cretinous opinions unbecoming of a CEO.]
I've read the documents from the related $40M SEC settlement involving class action losses from just two trading days including the tweet. There they are defined as applying to anyone who traded during those two days whether they kept the stock or not. Like most class action suits it will only pay out cents-on-the-dollar, if that. Here I wonder what is different besides the class period (10 days). It must be that the main difference is that a poor jury decides damages rather than the SEC + Tesla lawyers in a settlement. A pity, since that is rather like having juries in East Texas determine patent cases against deep pockets, i.e. very random.
I'm not sure if I will be there Friday, since it is streamed.
Fascinating. It sounds like with the pace they are keeping that although Musk was perhaps originally slated to be on the stand Friday, Monday or even later is much more likely. That would certainly make for interesting live watching if you are so inclined. Thanks for the in person reporting!
Will try for some more masochism, but being there at 8:15 am is a little tough, plus the taking off of belt/shoes etc. is worse than the airlines, even. That gives me an idea to save time like when I was a (Cal) Berkeley hippie, no belt, no shoes, no car keys, no man purse w/computer, just a phone.
What bugged me in person was that even though the plaintiff seemed bumbly and a bit forgetful, the lawyers were even more "telegraphic" and interminable. Why didn't they say "you were an effing options trader, for g*d sake, don't you know that's basically high-stakes casino gambling? forget the "greeks" (implied volatility that day-trader computers spit out, etc.) why couldn't you think that "*Considering* taking Tesla private" actually means it's ambiguous, and the $420 thing is a joke about Mary Jane? The lawyers didn't even try to say that the first sentence of the tweet undermines the second, ambiguous in itself?
When I was a young lad, only helping to fund my college sweetheart thru law school, I learned about things like "contributory negligence" and "assumed risk" and other junk like the "4 corners doctrine/parol evidence rule" --this wasn't even brought up against some gambler who over-extended, over-margined, overthought his "hedges" thinking TSLA was like the Iowa grain (or was it corn?) futures he hedged in Chicago for 40 years. jeez! Is this such a deep-pockets case that [flaky] Musk himself is responsible for everything some jarhead (pls. excuse the French) does in the name of a tweet?