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Elon Musk may face bigger regulatory headache after killing plan to take Tesla private

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Tesla Chief Executive Elon Musk’s decision to abruptly abandon a plan to take his electric carmaker private will not resolve his mounting regulatory and legal woes, and may even make them worse, some securities lawyers said.

Explaining his reversal in a late-night blog post on Friday, the billionaire CEO said that taking the company private “would be even more time-consuming and distracting than initially anticipated,” and that “most of Tesla’s existing shareholders believe we are better off as a public company.”

It was on Aug. 7 that Musk first surprised investors with his plan by tweeting that he had “funding secured” for a go-private deal, which would have had a value of $72 billion. In a separate tweet, he wrote: “Investor support is confirmed.”

Musk and Tesla are facing investor lawsuits and a U.S. Securities and Exchange Commission investigation into the truthfulness of the CEO’S Aug. 7 tweets, according to an Aug. 8 report by the Wall Street Journal.

The SEC declined to confirm that report to Reuters. A Tesla spokesman declined to comment.

“The SEC will continue its investigation until it’s satisfied that it is on top of the facts,” said Stephen Crimmins, an attorney with Murphy & McGonigle who spent 14 years at the SEC, where he prosecuted hundreds of securities cases.

“What happened on Friday will be of interest to the SEC because it will allow them to probe whether Musk’s pulling back from the go-private somehow indicates that he did not have a reasonable basis for his statement. They will be asking questions of him and others involved in the decision as to why he reversed course.”

Musk has stuck to his original statement that he believed a deal was possible, and one person familiar with the discussions told Reuters that Musk was serious about taking the carmaker private.

But acting in good faith may not be enough to help Musk escape the regulator’s gaze.

U.S. securities law requires public company executives to have a “reasonable basis” on which to make representations to the investing public, and that would likely be the focus of an SEC probe, said three securities lawyers.

It remains unclear what Musk meant by “funding secured.” In an Aug. 13 statement, Musk said that he left a July 31 meeting with the managing director of Saudi Arabia’s sovereign wealth fund “with no question that a deal … could be closed.”

The Saudi fund had earlier acquired a just-below 5 percent stake in Tesla on the open market. But the fund has made no comment on whether it had promised to back a much larger Tesla go-private deal.

‘FUNDING SECURED’

Musk said on Friday he believed there was plenty of potential funding to take the company private, but he did not provide any further details to bolster his “funding secured” assertion.

Teresa Goody, CEO of law firm Goody Counsel and a former SEC attorney, said Musk’s statement on Friday appeared to undermine his Aug. 7 tweet that investor support was confirmed.

She also raised concerns about a second comment Musk made on Friday, where he said it had become apparent that compliance restrictions would prevent many of Tesla’s institutional shareholders from holding private Tesla equity.

Both statements are likely to raise further questions among SEC officials as to whether Musk had performed sufficient due diligence to have had a reasonable basis for his Aug. 7 tweets, she said.

Another statement in the blog that could catch the eye of SEC officials is Musk’s reference to his discussion with Tesla’s board on Thursday, during which both parties decided not to pursue the deal, said M. Ridgway Barker, a partner and chair of the corporate finance practice at law firm Withersworldwide.

Such discussions are unlikely to be subject to legal privilege and the SEC could subpoena minutes of the meeting, he said.

“If the board discussion included that the deal is not financeable, or prohibitively expensive, that is going to cast further doubt over Musk’s claims,” he said.

Source: https://venturebeat.com/2018/08/27/elon-musk-may-face-bigger-regulatory-headache-after-killing-plan-to-take-tesla-private/

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Couple arrested in fatal 2016 attack on Long Island woman

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A former New York City correction officer and his 21-year-old girlfriend have been charged in the fatal beating of the woman’s mother on Long Island.

Nassau County police say 27-year-old Ralph Keppler and 21-year-old Francesca Kiel, both of Lynbrook, were arrested Sunday on murder charges.

Police say the victim, 56-year-old Theresa Kiel, was brutally attacked and struck in the face with a metal barbell at her apartment in Long Beach in December of 2016. She lost and eye and remained in a vegetative state until she died this Saturday.
Prosecutors had alleged the motive to be a business dispute.

Keppler had been charged back in January with attempted murder and assault and was out on bail. His lawyer says he’s innocent.

Information on Francesca Kiel’s lawyer wasn’t immediately available. Both Defendants were scheduled to be arraigned on Monday in First District Court in Hempstead.

Source: http://www.fox5ny.com/news/couple-arrested-in-2016-attack

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Woman Beaten in Subway Station by Man Yelling Racially Charged Words: Family, Police

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A woman was punched and stabbed when she got off the subway in Brooklyn by a man yelling racially charged words, her family and police said.

The victim, 57-year-old Ann Marie Washington, was hospitalized Sunday after having surgery for a collapsed lung due to the stabbing, her family told NBC 4 New York.

Washington, a mother of two, was on her way home from work Friday evening and had just stepped off the subway at the Church Avenue stop in Brooklyn when she was attacked, advocates said.

The man, who was white, punched her in the mouth and stabbed her in the chest while calling her a “black b—-,” advocates said. Washington, who is black, is a native of Trinidad.
The attacker fled on a Q train, police said. The victim said he appeared to be in his early 30s, about 5-feet, 3-inches tall, and wearing grey and black sweatpants and a black hooded sweatshirt.

Police didn’t initially call the attack a hate crime, leading to outrage from neighborhood advocates who held a news conference Sunday.

“If this was a white resident, a new gentrifier to this neighborhood, there would be swarms of cops here,” said Imani Henry of Equality for Flatbush. “But when it is a black person who is attacked by a white racist, there isn’t anything.”
Afterward, the NYPD said its Hate Crimes Taskforce would look into it. Police said they didn’t have all the details at the time the crime was reported.

Washington didn’t realize she had been stabbed until she got home, advocates said. Even then, she thought she had been scratched in the chest until she woke up the next morning, said Kenzia Bernard Nau, a witness and a neighborhood advocate.

Advocates said witnesses shot video and there should be surveillance video of the suspect, but police haven’t released it.
“The fact that the video isn’t out right now, this is completely insane,” Bernard Nau said. “This is going to keep happening.”

Source: https://www.nbcnewyork.com/news/local/Woman-Beaten-in-Subway-Station-by-Man-Yelling-Racially-Charged-Words-Family-500238922.html

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It’s back: NYC’s rare Mandarin duck makes grand return to Central Park

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The Mandarin duck that has caused crowds of people from around the world to flock to Central Park has made its grand return after a brief disappearance.

The duck, native to Asia, was first spotted in the Central Park Pond at 60th Street and 5th Avenue on Oct. 10. Tourists and New Yorkers alike couldn’t resist the urge to see the bird for themselves and headed to the park in search of the rare bird.

After making appearances at multiple bodies of water in the area, some cried “fowl play” when the bird seemed to suddenly disappear earlier this week.

The NYC Parks Department released the following statement:

“While we are not tracking the Mandarin duck, we’ve noted that he’s appeared healthy and has regularly moved between water bodies in Central Park. We don’t know his exact location at this time. Almost all ducks migrate seasonally. While we’re happy to have had him visit our parks, it’s important to remember that at some point he may leave New York for warmer temperatures.”

As long as the duck doesn’t appear injured or in need of care, rangers will not make an attempt to capture it.

“While it’s exciting to spot such a rare bird in NYC’s backyard, like every other celebrity sighting, New Yorkers should know to give him space and not to disturb him,” Deputy Director of the Urban Park Rangers John McCoy said.

It remains a mystery how exactly the duck ended up in Central Park. There has been some speculation he may have formerly been a pet, but he has since effortlessly been adopted into the park’s urban flock.

By Thursday afternoon, social media was abuzz with the bird’s return to its home base in the park.

Source: https://abc7ny.com/pets-animals/its-back-mandarin-duck-makes-grand-return-to-central-park/4648131/

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