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1/ Some inside baseball about the lawyering on the SEC contempt motion against Musk. I earlier attacked @CGasparino for a supposed scoop that I thought was old news. But he may have some truly big news. So, understanding this is largely speculation, let's discuss. $TSLA
2/ The report from Charles Gasparino is not, as I had mistakenly assumed, that the Hueston firm is now representing Musk in the contempt action. That happened 15 days ago. Rather, the scoop (so I'm told) is that Williams & Connolly may be back in the case for Musk.
3/ If so, that's huge. I'm skeptical, but let's assume that Charles is on to something and review some history.
4/ Williams & Connolly first appeared in this drama after the SEC sued Musk & $TSLA on September 27. The lead lawyer was Steven M. Farina. My guess is that Musk hired W&C after the stock cratered on Friday, Sept 28.
5/ Musk & $TSLA entered their consent judgments the next day (a Saturday), with Farina signing as Musk's counsel (and Todd Maron, then Tesla's general counsel, on behalf of Tesla).
6/ A few months later, $TSLA announced that Dane Butswinkas, a senior trial lawyer, and important management figure, at Williams & Connolly, would become Tesla's general counsel. While, oddly, also keeping a foot in the door at his law firm.
7/ Based on what @orthereaboot has shared here, my guess is that the Williams & Connolly connection came via board member James Murdoch, who has directly or indirectly employed that firm in the past, and even used the same kind of rent-a-general counsel arrangement with W&C.
8/ But it was not a marriage made in heaven. Guessing again, Butswinkas intended to take the consent judgment seriously, but Musk wanted to be Musk and, as we now know, refused to pre-clear ANY of his tweets with the "twitter sitter" committee.
9/ So, Butswinkas exited stage left, almost exactly at the time the SEC filed its contempt motion. Probably the die already had been cast on the Butswinkas departure before that motion was filed.
10/ Musk then changed counsel in the SEC matter, engaging the LA firm of Hueston Hennigan LLP, whose lead lawyer, John Hueston, was reputed to be some sort of aggressive bulldog.
11/ Tesla, meanwhile, was represented before the SEC by a well-known firm called Cahill Gordon & Reindel. That firm responded to the SEC's initial inquiries about the Musk February 19 tweet forecasting production of "around 500k cars" in 2019.
12/ As a side note, in its Feb 22 letter to the SEC, the Cahill firm argued $TSLA had taken its consent judgment obligations seriously by appointing the required twitter sitter committee and pre-approving things such as the 10-K, Musk conference call script, and Quarterly Update.
13/ What the Cahill firm did NOT reveal in that letter, and what we learned only when Musk filed his Response on Monday, is that the $TSLA committee had not pre-approved a single Musk tweet. And, indeed, Musk had submitted none for pre-approval.
14/ Musk's Response to the SEC on Monday was defiant, arguing he did nothing wrong, First Amendment, etc. Many here (including me) already have detailed the argument's many weaknesses. @hiltzikm wrote a brilliant column calling it "gaslighting". latimes.com/business/hiltz…
15/ Tesla did not file any response, as the contempt motion was against Musk only. However, $TSLA wrote a letter to the SEC, dated March 11, responding to a February 26 request by the SEC for information. That letter is, to say the least, interesting.
16/ First, the firm writing the letter was Wilmer Cutler Pickering Hale & Dorr, a well-connected Washington DC firm. Recall that, a few weeks earlier, a different law firm (the Cahill firm) had been representing $TSLA.
17/ Second, the Wilmer Cutler letter did far more than simply respond to the SEC's request. It asserted a defense by $TSLA of Musk. Wilmer Cutler said $TSLA's policies allow Musk to determine whether his tweets rose to the level of material information requiring pre-approval...
18/ ...which in my judgment is a wholly untenable interpretation of both Consent Judgments and of the $TSLA pre-approval policies promulgated in accordance with the Consent Judgments. But, it got worse.
19/ Wilmer Cutler argued Musk's decision to eschew pre-approval of the 500k tweet was "reasonable and appropriate." Despite the fact that the only committee-approved Musk communication about $TSLA's 2019 delivery forecast was the 360k-400k range in the Quarterly & Annual Update.
20/ Wilmer Cuter argued the 500k tweet was "celebratory" and "cheerleading" rather than one containing information material to $TSLA or its shareholders.
21/ Regardless of what U.S. Dist Ct Judge Allison J. Nathan thinks of those arguments, they are bound to inflame the SEC, and harden its determination to force Musk to stop disseminating materially misleading information. They may also complicate $TSLA efforts to raise capital.
22/ So, who at $TSLA decided to hire Wilmer Cutler? Who decided to have Wilmer Cutler write a letter that would find its way into Musk's Response, defending the actions of Musk? Was the Board aware of all this?
23/ That is why the scoop from @CGasparino is so interesting. If, indeed, Williams & Connolly is back on the scene, it may mean that someone on the Board (Murdoch?) realizes how potentially catastrophic are the positions taken by Musk & $TSLA in contempt motion briefing.
24/ If Williams & Connolly is, indeed, back in the case, then someone on the Board has figured out that Musk engineered the hiring of Wilmer Cutler to represent $TSLA, and that the Hueston Henningan bulldog approach is a bad idea.
25/ If Williams & Connolly is, indeed, back in the case, then I predict there will be determined efforts to settle with the SEC before any contempt hearing. I would also guess there may finally be a rift between Musk and some $TSLA board members.
26/ In considering this thread, give lots of weight to the informed dissenting opinion from @bgrahamdisciple in comments here:
27/ After reading thoughtful comments from @bgrahamdisciple, @quirkyllama, and @EdgarNights, I am revising my hypothesis. My view now is that the Board may have decided the Cahill firm - $TSLA's counsel - was too close to Musk...
28/ Cahill wrote the coy, deceptive Feb 22 letter responding to the SEC's inquiries about Musk's Feb 19 tweet. Read this passage and tell me whether Cahill was not trying to give the impression that Musk's tweets were all being pre-approved: 
29/ In fact, as Wilmer Cutler admitted in its March 11 letter, Musk had never submitted ANY of his tweets for pre-approval. So, quite possibly, as @bgrahamdisciple suggests, Wilmer Cutler was the Board's choice to replace Cahill, which had become too cozy with Musk.
30/ Read in that light, Wilmer Cutler's absurd arguments in the March 11 letter are the attempt to make the proverbial chicken salad out of chicken sh*t. Wilmer Cutler had come clean with the facts, and had to construct whatever possible argument it could.
31/ Great catch here by @demeteloaf. I need to learn to read more carefully. As @quirkyllama observes, the SEC now knows with certainty what it earlier had suspected, and the question is: will it take any action against $TSLA instead of just Musk? TBC.
