During a trial of the investors’ claims, the famously outspoken entrepreneur sparred repeatedly with Baron over the course of about eight hours on the witness stand, saying his questions were “deceptive” and at one point declaring him a “bad human being.”
The appeals court on Tuesday rejected arguments by the investors that SolarCity’s stock price on June 21, 2016, was the only basis of Slights’s decision. Instead, the high court ruled, the judge’s finding that the buyout price was fair was sufficiently based on other factors, including “an array of valuation and fair price evidence” presented by Musk, such as a fairness opinion issued by Evercore and supporting analyses.
“We are convinced that the record supports the conclusion that the acquisition was entirely fair,” the appeals court said. “The trial court’s opinion is replete with factual findings and credibility determinations, and those determinations have not been challenged and decidedly weigh in favor of Musk.”
The appellate panel did criticize Slights for not fully explaining how he came to his conclusion, saying the litigants and the court “would have been greatly aided by a more fulsome discussion of how the trial court weighed the valuation evidence.”
The case is In Re Tesla Motors Inc. Stockholders Litigation, 181, 2022, Delaware Supreme Court (Dover).
