39 Comments
Sep 13Liked by Motorhead

Nice write up. Let's not forget the Delaware case which could really shake things up. I could easily see Elon taking his ball and going home if he loses again, vs appealing.

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You have got to be joking. He will appeal. Obviously.

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True, but that does not mean the DE Supreme Court will rule differently

The damage to the state has been done anyway when the court did not dismiss the case after the second shareholder vote.

Regardless of company, if the vote of shareholders does not count, I can't see how any company wants to be incorporated there

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I am not an expert, but the 2nd vote had no effect on the court decision, because they can consider only what was presented during the hearings. Not to mention, that documentation in the 2nd vote had the same flaws based on which the case was build (Musk controls the BOD, compensation committee has one member, ....

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I think that is what will be decided by the court soon. Flaws in the paperwork, per the initial court decision to deny the compensation, where that the documents did not inform the voters/shareholders properly about the relationships on the BOD, etc. I am a shareholder and the documents for the second vote had 200 pages of additional info + all the things the court had written abut the first vote.

Basically, the 2nd vote came out the same as the first, but with the shareholders knowing everything the court said they should have known the first time.

The argument of the whole case was that had the shareholders known everything they know now, they would not have approved the compensation package. The 2nd vote clearly refuted this claim.

I don’t understand all the legal details but if 2 votes to compensate a CEO by a majority of shareholders can be overturned by a court, regardless if this has anything to do with TSLA or not, means any company that is currently registered in Delaware runs the risk that their CEO’s and BOD can lose their deals if just one shareholder with 9 shares says; I do not believe that that process was conducted the way it should be.

Imagine you have a job and you agreed to the salary and 5 years after your last contract was signed some court would say:

“Pavel, Jonny here says you should have never gotten this compensation. You have to give all of it back. And in addition you harmed the company while you were employed. The fact that your department has grown 10x under your leadership is irrelevant.”

The court decides, not you or your employer.

If those are the rules for your Delaware-registered company, would you not rather want to work for a company where that’s not possible because their jurisdiction is outside of Delaware?

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To make the answer reasonably short (for detail answer, please read articles of Montana Skeptic, where he is able to explain the legal stuff) the way I understand the problem is, that that Musk controls the BOD (which should be independent of CEO), he has proposed this outrageous compensation himself, gave the compensation committee (one person) enough money to shut her up and sign the deal. Then somebody orchestrated gamma squeeze of TSLA shares to make the valuation happen. And I don’t think, that shareholders (retail) understand the impact of the deal o value of Tesla.

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Ok

You might believe that

I was very aware when I voted

My point is the voting itself, not Tesla

If a court can overturn the voting results even after votes before the result of the work was known and after

No compensation package in Delaware companies will ever be safe again

Any shareholder with a few shares can file suit and push courts to revoke the compensation

If Elon does not get these shares he will be fine ( financially).

Not every founder or CEO of a DE company will be in the position to lose all earned stock options

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I have heard that point many times.

Why would he do that in light of the fact that he hasn't been paid anything since 2018?

If the court decides that he isn't supposed to get paid and the Shareholders have to pay $6 billion to the lawyers, the only one who is really affected are the shareholders. Nothing would change for Elon. What am I missing?

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author

How are the shareholders affected if Musk loses the Delaware case?

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Sep 13Liked by Motorhead

Their cult leader will be mwad about his boo boo

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That depends how much the judge awards the lawyers. If they get the full $6 Billion they asked for the stock might drop at least 20%

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It would be beneficial for Tesla shareholders should Musk loose the case. $6 bil. is quite small, comparing the value of the Musk compensation package.

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I have never really understood this point. Maybe you can explain it to me.

As I understand the contract, TSLA has been putting options aside that Elon would become the owner off (which has been blocked by the court). He would have to hold these options for 5 years after receiving them. Let’s say the case is decided in his favor, he could start theoretically convert the options to shares and sell all or part of them in 2029.

Unless there is a new compensation package put in place soon, he will have worked for the company from 2018 till any new arrangement is found for free. in that time the company has grown in value by 18000% (not assuming any increase in share price form today until any new deal is put in place)

In comparison the lawyers worked for a few months and did not do anything that helped TSLA as a company. Giving $6B to lawyers versus giving already existing options to the person who led the company and was responsible for that gain in value appears very different.

I encourage people to answer the question:

Let’s assume you are right, Elon is frustrated by a bad court decision and decides to leave and decides to go into politics. He puts all the shares in all companies in a trust.

A new person came along and said:

“I am as good as Elon. If you hire me you pay me in stock at current value of $56B and I work for 10 years and increase the value of the company 18000% till 2034. No other compensation at all.”

Should shareholders take that deal?

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Sep 17Liked by Motorhead

“value of its lease returns (amazingly, there haven’t been any write-downs on lease returns yet despite the 50% drop in used Tesla prices since their peak in July 2022” this is a big scandal lurking in the balance sheets

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author
Sep 18·edited Sep 18Author

That's a big section of my "Tesla's Dodgy Financial Accounting (Part 2)" report which I hope to get out between Oct-10th Robotaxi Day and Q3 earnings.

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random thoughts if anyone's interested:

* curious no one has mentioned the impact on TSLA from

A) partnership b/w uber & Waymo gaining further acceptance on robotaxis in select US cities (LA, SF, PHX, and now Austin). ---seems someone's a little ahead of tsla (uber up 6% on news)

B) TSLA's public auditor (PwC) has been banned in CHN for 6 months after they turned a blind eye to the fraud at evergrande (who they also audited).

also, anyone get RT short interest data? i have ZERO doubt elon got/gets daily reports on this if his MFO is +C buying as an ongoing market manipulation scheme

as to this week

* mark 230*

this is the 2nd straight week where a battle occurred in Options market and +C buyers were wiped by MMs (fwiw, i used to work with the biggest MM in crude oil swaps / options in NAM, selling derivatives). last Fri the 6th is obv how they wiped all 0DTEs running it down 8%, and left a rally on M-T a no-brainer as their (TSLA) position had to be covered (any losses on shorting TSLA over weekend covered by massive premium collected on 0DTEs for the 9/6).

this week, most of move was M-T (short covering of MMs, index buying (guess)), but as brad points out option volume wasn't impressive, so agree it wasn't call buying.

but Thur/Fri you could see +C OI in the 230-240 really ramp up w big volume (thur saw 230+C trade 200k, or 2x the next contract) and those guys +Cs got rinsed if they didn't delta hedge (which MMs obv do---but when you're a MM in TSLA options and you've no doubt got a daily VaR in the 8-figure range, you can go plenty short enough to stick it to any call buyers..and there was plenty 230-240 into expiry 9/13 to make it worthwhile. these MMs know their customers, and when you're buying Cs in size (as seen in TSLA, where 200k ATM +Cs 0dte will trade in first 30min), you're not doing it on hold with schwab, you've got a direct line with a MM---and he'll pick up nickels & he'll rinse you $s, thanks for playing.

in contrast, if you’re the other side, buying those long C’s and don’t resell or delta hedge by shorting the underlying , then you’re only way out is up…and if that Musk Family Charter doc I saw on Threads was real (key point: only authorized to trade Cs & Ps. NOT the stock), then all those +Cs that were OTM at Fri expiry gave away the premia unless resold---possible, but reselling DTEs into expiry means theta wipes the resale value. Great $ losing venture…that’s what you’d expect when you’re fighting w/ one arm tied behind your back (no delta hedging Cs w/ short stock position). Of course, helps to have deep pockets—which he does. But at some point, his gamma push runs into funds selling a stock trading ~ 83x NTM earnings (vs NVDA at 35, AAPL at 30) & as Brad points out in his rolling 9mo PER vs mkt cap

and it sure seems 230 is the threshold

why 230? ---suspect it has a lot to do w/ next week's expiry which has over 2x the OI that this week peaked at (as its 3rd Fri in month & gets monthly index option expirys) and already a ~60K OI +C position at 230. gamma on this strike is large (3.5M shs) and gets larger closer to expiry---I’d think next week OI too big to muscle around via call buying....for gamma squeezes to work, you want to be a big fish (+C) in a small pond (low OI / low underlying liquidity w high short interest), not shaping up that way at all

why is elon fighting to get it higher (and, for the 2nd straight week, LOSING---when viewed at the 230 threshhold). gave guesses last week but add another:

* elon's highly levered as a person and no doubt there's borrowing base redeterminations by his lenders predicated on TSLA stock. --higher price, higher credit line. --could be end Q3 (or Sep mo avg) is the input to the credit models. ---net, this highly viable reason for MFO +C spree is not bearish TSLA stock (no share sales to finance twitter interest expense).

(could still be imminent sales, pending regulatory, pump for robotaxi day or another delay, etc. add your own ideas why MFO is trying to pump as of Sept).

but 2 straight weeks of failing to break 230. there's some solid ceiling there i think. hope the boy scouts on WS keep it up, as fundamentals will take this thing down at some point.

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Sep 16·edited Sep 16

I am definitely interested in your comments. As a bloody foreigner, I need at least 3 coffees to be able to read it and understand. Some of the "slang" is still mystery for me.

"...as fundamentals will take this thing down at some point..."

I am more and more convinced (and I hope, I am wrong), that considering Musks budget, the fundamentals do not have the power to take it down.

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Sep 13Liked by Motorhead

Speculative, money losing stocks are up because of the coming rate cut, I think. That's why NIO and XPeng are up. Gold is overbought because of the coming rate cut.

The worst stocks usually are the last to run and the first to fall later.

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Great report, as always, Brad.

Have you or do you consider gains in efficiency of vehicle production in your calculations?

I did not see you mentioning it but maybe it's in your spreadsheet.

Your margin compression makes sense if manufacturing costs remain the same.

If, on teh other hand, raw material costs, production efficiency, etc. would add up to 5%, or 8% or god forbid 10%, even the prices cuts or margin reductions due to low interest rate loans/leasing would not really negatively impact the overall numbers.

I also agree that there is a recession or soon will be in the Auto industry. That begs the question who the winners will be.

It appears it has already started in Germany with VW and BMW, is developing with Stellantis but also in some area with the Big 3 in the US, and I wouldn't be surprised if, with a lag, China would also see some consolidation in 2025.

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Thanks, Axel. Tesla can't avoid margin compression until they have a new model that will offset the losses from unused 3/Y capacity. And I don't see when that's coming. Musk won't even give a clear answer. So, I simply assume (and am betting via puts) that they'll be insolvent within the next 12 to 18 months.

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Yeah, that makes sense - until one realizes that MY is still the bestselling car or close to the top, in the world

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The Model Y was the best-selling car in 2023, yet profits fell by 30% YoY, gross margin plunged to 18% from 26%, and FCF nearly halved.

I don't think you really understand the difference between what you think is cool about Tesla and what the underlying financials actually show. You should step back and think about this.

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That’s fine Brad

We have our own perspectives. If 18% is such a horrible number most other car companies should not even exist anymore.

TSLA is not an island and everybody is entitled to his/her own opinion.

I see and appreciate all the things one should be concerned about that you bring to light on a weekly basis. That’s why I love reading your articles a lot.

In my opinion you have fun proving your point of Tesla being way overrated and soon bankrupt and I am biased in the other direction.

I am cool with that.

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How can Tesla possibly go insolvent? Just sell more shares (or raise debt)!

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That is similar to this question: why is Tesla borrowing money, when they have $30 bill. on their cash account?

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It often makes sense to borrow money when you don't need it. It's much harder to borrow when you do need it.

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Sep 13Liked by Motorhead

Brad, just out of the topic question: Japanese Yen is below 141, do you think, that the "Carry Trade" issue has already been resolved? It is bit lower than the last panic has occurred and it does not seem to have any impact.

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I don’t think the yen is back to fair value, which around Y110/$ to Y120/$.

It’ll be interesting to see how the currency markets react after next week’s Fed rate cut.

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So the panic of selling US asset to return the Yen denominated debts is already over?

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Sep 13·edited Sep 13Liked by Motorhead

Canaccord Genuity reiterated a buy rating today and their Q3 EPS estimate is almost double yours. Haha. I take this as a very good sign. I know they have a lot of analysts but I associate them with their awful coverage of Pantheon Resources and Reconaissance Energy, two failed oil explorer penny stock pump n dumps.

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author

Canaccord is a 3rd-tier broker, so I doubt they've attracted the best talent on the Street when it comes to analyzing the auto industry.

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Sep 13·edited Sep 13

great stuff brad

quick question for you or anyone reading this blog:

the acc't firm PwC has been suspended from all work in china and fined $60M (iirc) for their "turning a blind eye" in overseeing of the Evergrande collapse

PwC is tesla's acc't firm.

how is this going to affect their (already dodgy) reporting out of china?

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IMHO, the fact, that it become "more dodgy" is not really worsening the reporting. They will just put whatever they want and get away with it.

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Motorhead...Your analyses are always insightful, but I am curious how you adjust for the 'coefficient of cooking' in Tesla's reported results. Since the U.S. no longer has securities and/or regulatory enforcement, it seems like a challenging environment to trade on Tesla's 'reported' results.

Hat tip to you for the stones to do this, but it sure isn't a trade for widows and orphans.

For example, it seems quite possible to be correct in your analyses, and yet, have a trade puke all over you due to creative accounting.

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Another "off topic". Does anyone has access to the Troy Q3 report? Just wondering, what the Cyber Truck sales looks like. Got a "short bet" on a bottle of whiskey, so I wonder how badly am I doing. :-)

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Given that nobody (except the cult) wants to buy a Tesla, why is the promotional rate 1.99% and not 0%? They would sell a lot more Teslas at $0 down and 0% APR and that would pump the stonk. They have plenty of inventory to meet demand at $0 down and 0% APR.

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author

Tesla doesn't have the balance sheet to do $0 down/0% APR. Look at their lease penetration over the past 2 years. It's gone from a peak of 10% or so to 1.9% last quarter. Red flag.

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Sep 16·edited Sep 16

So, we were informed, by our most favorite CEO about his desire to have sexual relationship with certain pop-start and also about the fact, that there is not enough attempted assassinations of leaders of the Democratic party (the provided list by the way includes the POTUS).

I am not sure, what Musk has to do to be fired from Tesla and from Trump team. There used to be times, when people where fired for much less.

Brad, I am afraid, that should Trump win this election, your Tesla analysis will no longer matter. With Musk in the government, Tesla/SpaceX will do extremely well. It does not make sense, but what makes sense in these days? Just my 2 cents of course.

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Now they are offering zero down payment in the USA too

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