@txlawyer - Your thoughts on Jack Smith having enough to take this “decision” to the 11th Circuit Court; I mean she practically dared him to do it at the end of the decision.
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What’s to appeal? Defendant’s motion to dismiss was denied.
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Also: from the great Matt Levine
Trump SPAC
Probably Donald Trump should have just issued a crypto token, called it “DJT,” gone around saying “this is the crypto token of me, Donald Trump,” kept 90% of it for himself, and let it trade. People who like Trump would buy it, it would go up, his stake would be worth billions of dollars, and he could sell tokens to raise money for himself. Just a straightforward memecoin. I suppose the problem with this is that Trump has a lot of older, less crypto-native fans, and this would not be an effective way to tap them for money.
But you can get arbitrarily close to this — while attracting a more traditional investor base — by issuing a stock called DJT, and Trump did. DJT — the ticker symbol of Trump Media & Technology Group Corp. — is a meme stock with a market capitalization, as of yesterday’s close, of about $7 billion. It is the stock token of him, Donald Trump, and he owns about 58% of it. People who like Trump bought it, it went up, his stake is worth billions of dollars, and he will eventually be able to sell shares to raise money for himself, though there is a six-month lockup.
It is a small technical problem that you probably cannot just do this. You cannot just issue stock that is like “this is the stock with my name on it, go buy it!” You can’t start a company and take it public to be purely a meme stock. I cannot give you a really crisp explanation of why not. I am not aware of any provision of US securities law that is like “if you raise money for a public company, it has to do something, or at least try.” It’s just, you know. If you say “I am launching a company with my name on it, and that’s it,” then underwriters probably will not want to work with you, and lawyers will be confused writing the prospectus, and eventually the US Securities and Exchange Commission will have to sign off on the prospectus and will find reasons not to.
But, again, you can get arbitrarily close. You can take a teeny tiny operating business, wrap it in a meme stock, and sell that. The most famous example — it’s not exactly a meme stock, but close enough — was the New Jersey deli that had $13,976 of revenue and a $2 billion market capitalization. Or, I mean: There was a deli, it had $13,976 of revenue, it was the only operating business of a public company, and that public company had a $2 billion market capitalization. But it wasn’t like “people were paying $2 billion for that deli.” The stock traded at $2 billion, for other reasons, and also there happened to be a deli. The deli was almost irrelevant to the stock, but not quite: If there wasn’t a deli — if the public company couldn’t put out filings with some description of some business and some financial statements — then there couldn’t be a stock. The stock’s price had nothing to do with the deli, but the stock’s existence required the deli.
Similarly, DJT (the stock) is a $7 billion token, while Trump Media & Technology Group (the company) is fairly small; last year it lost $58 millionon $4 million of revenue.[[1]](file:///var/tmp/com.apple.email.maild/EMContentRepresentation/com.apple.mobilemail/2B7F46B0-1C84-4E38-9EBB-A3C657E19BEC/05059D42-68F9-41EA-AC9D-97E00747B17C.html#footnote-1) (“About as lucrative as a top Substack newsletter,” I called it, “but vastly more expensive to run.”) But if you take a small business with Trump’s name and ownership and wrap it in a stock, you can make a big meme stock.
We discussed this the other day, but it creates a lot of strange corporate issues. Consider the deli. What sort of salary would you expect to earn for running the deli? One way to answer that question is to consider how much proprietors of other delis with $14,000 of annual revenues earn. (Not much!) Another way to answer the question is to consider how much chief executive officers of other $2 billion public companies earn. (More!) Similarly with DJT/TMTG: Should its executives get paid like the executives of a company with $4 million of revenue, or one with $7 billion of market cap?[[2]](file:///var/tmp/com.apple.email.maild/EMContentRepresentation/com.apple.mobilemail/2B7F46B0-1C84-4E38-9EBB-A3C657E19BEC/05059D42-68F9-41EA-AC9D-97E00747B17C.html#footnote-2)
Or here is a story from Bloomberg’s Jef Feeley about a fight over the division of the spoils:
Donald Trump has sued two co-founders of his newly public Trump Media & Technology Group Corp., claiming they set the company up improperly and shouldn’t get any stock in it.
In the latest legal skirmish over who gets how much of the hot but flailing meme stock, Trump alleges that Andy Litinsky and Wes Moss violated an agreement about the setup and don’t deserve their 8.6% stake, currently valued at $606 million.
The lawsuit, which was filed on March 24 in Florida state court and hasn’t previously been reported, comes after the pair brought their own suit against the former president in Delaware Chancery Court over their promised stake in the social media company.
Here is the complaint, which basically alleges that Litinsky and Moss — “former contestants on President Trump’s famous television show, The Apprentice ” — did an incompetent job of launching TMTG’s media business and finding a merger partner. And, fine, I can believe that. (They did manage to find an illegal merger partner.)
But I think that the broader point here is that Litinsky and Moss were hired to set up TMTG’s rather small and speculative business , and it is absurd to reward them with 8.6% of DJT’s much larger meme stock . My favorite part of the complaint is not actually in the complaint, but in the exhibit at the end, in which Trump’s lawyers reproduce the Services Agreement between him and Litinsky and Moss. It just has a very small-business feel, you know? Their role included “ensuring that TMG becomes an established entity registered under the laws of the state of Delaware … and creating and implementing a strategic plan to identify, exploit, and commercialize targeted media and technology opportunities in social media, internet infrastructure, podcast, digital streaming, mobile apps, book publication, and television production.” There was not much vision; their job was to set up the company and look around for something for it to do.
A schedule to the agreement lists “guidelines for reimbursable expenses.” Litinsky and Moss were entitled to reimbursement for “economy, coach or supersaver fares” on flights and trains, though “21-day advance purchase is expected, when possible.” Reasonable hotel bills were reimbursable, "where under $150.00 per night is typically reasonable for most cities.” Laundry and dry cleaning were “not normally reimbursed for planned trips of less than 1 week.” They had to submit receipts for “any individual expenditure of $10.00 or more.” This is not Facebook Inc.’s charter, is what I am saying here. This is “set up a small business for me, but don’t spend more than $150 a night on hotels.” And now they might get $600 million!
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There was never a disagreement on the facts of the 2020 election. Trump and Eastman just didn’t like them. That is why they had to cook up the January 6 effort to muddy up and supress the actual facts. In doing so Eastman violated his oath as an attorney and should be disbarred.
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I don’t care what Karl Rove says. Even the truth is suspect coming from him.
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The Guardian had a piece about the growing reliance of Israeli military for targeting on artificial intelligence. One wonders how much the human “review” of its recommendations is a fig-leaf.
Reminds of what I still consider the best treatment of A.I. in popular entertainment (with the wonderful William Marshall):
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Wow the commentors at the WSJ are all over the place. Somehow the seven aid workers that were killed didn’t tell the IDF where they were going, and what they were doing.
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After all these years, the light has finally fallen on their secret.
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As a religion and even a Nation in a stateless way, they actually were victims of the holocaust. They are effectively using wrongs done to them to justify the wrongs they do to others, so I’m not sure you can call it “hiding behind.” It seems more like “What-a-boutism” writ large, and hence the problem we really do face dealing with this behavior. There really are wrongs in their past, and one of those wrongs was greatly exacerbated by the latent antisemitism in many western countries including the U.S.
Those wrongs can’t be an excuse for this current behavior anymore than the October hostage taking is justified by the behavior of Israel. Both sides have created a perpetual cycle of revenge and rationalization, but the outside world descends to comparable moral duplicity when they egg either side on.
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May the rakes of ten thousand immigrant gardeners guide his steps through the darkness.
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Truth Social drops 5% at opening bell.
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"[Mo]re than three years after the attack, right-wing Republicans at every level continue to spread falsehoods about what happened on Jan. 6 and are now seeking to use those lies as a rallying cry to denounce the government, promote Mr. Trump’s candidacy and rile up his supporters.”
A-coup’ing we will go
A-coup’ing we will go
Heigh-ho, the derry-o,
A-coup’ing we will go.
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Somebody needs to remind Eastman what he probably learned when taking Ethics in Law School. There is no attorney client privilege if both the attorney and the client are engaged in a crime.
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I think short sales are are the only thing holding the stock up from total collapse to nothing.
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One commentator on MSNBC, forget who, stated the PRA violations are civil. What is before Cannon is a criminal violation of security docs. PRA has nothing to do with what’s before her.
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"The Mobile hospital discontinuing IVF attributed the decision to cited “pending litigation and the lack of clarity of the recently passed I.V.F. legislation in the state of Alabama.”
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He lied about speaking to Ruby Garcia’s family. He gobbles up lies/inaccuracies, repeats them and now a lie about sex-trafficking. Never corrects the record because he see that as weakness.
NEWS: A day after Donald Trump touted a claim that “three illegal alien migrants” had been recently arrested in Michigan for “soliciting sex from children,” the sheriff who ignited the viral story acknowledged Wednesday it was inaccurate.
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“If there had been any formidable body of cannibals in the country, he would have promised to provide them with free missionaries fattened at the taxpayers’ expense”. —H. L. Mencken
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Two reserve officers were sent home. Some punishment.
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