Joshua R. Thompson

Law360 (November 20, 2025, 7:53 PM EST) -- Tesla shareholders urged the Ninth Circuit Thursday to revive their allegations that Elon Musk lied about the capabilities and safety record of Tesla's self-driving technology, saying the district court erred in finding no evidence of fraudulent intent since the billionaire clearly needed to boost Tesla's share price to buy Twitter. The investors' lawsuit was tossed last year by a California federal judge, who found they had not shown Musk knew his statements were false and that other, forward-looking statements were protected from liability by provisions of the Private Securities Litigation Reform Act. At the start of a hearing Thursday, a lawyer representing the shareholders, Jake Bissell-Linsk of Labaton Sucharow LLP, told a three-judge panel of the Ninth Circuit that in February 2019, Musk claimed Tesla would release "feature complete full self-driving" vehicles by the end of that year, adding that he was "certain of that … that is not a question mark." But when the California Department of Motor Vehicles — which oversees autonomous vehicle permitting in the state — reached out to Tesla nearly two years later, the company's associate general counsel, Eric Williams, told the state agency Tesla's driving technology did not yet fit the DMV's definition for an autonomous vehicle, Bissell-Linsk said during the hearing. The California DMV subsequently got on a call with several senior Tesla employees, including the company's director of autopilot software, Christopher "CJ" Moore, the lawyer said. Moore told the agency that Musk's messaging did not "match engineering reality," the panel heard. U.S. Circuit Judge Salvador Mendoza Jr. questioned why those statements don't fall into under the PSLRA's safe harbor protections. Bissell-Linsk said that to start, the provision does not shield statements that were made with knowing falsity. Further, the lawyer added, the safe harbor protection doesn't extend to Tesla "given its history of securities law violations," a reference to an agreement the company reached with the U.S. Securities Exchange Commission in 2018 over Musk's tweets about taking Tesla private. The safe-harbor provision is an anti-fraud provision, and Musk and Tesla were misrepresenting to investors the state of the technology, Bissell-Linsk argued. Musk had personal knowledge about the state of the technology, the lawyer said. In addition, false statements were made about the safety of Tesla's self-driving technology, with Musk saying the cars could self-drive better than humans can drive them, Bissell-Linsk alleged. "A Tesla files leak revealed thousands and thousands of systematic problems with the technology, such as unwanted braking and unwanted acceleration," he told the court. Counsel for Musk and Tesla, Ellyde R. Thompson of Quinn Emanuel Urquhart & Sullivan LLP, said the forward-looking statements are protected from liability because of the PLSRA safe harbor provision. "They speak … of what would happen this year or what would happen next year," Thompson told the panel. She also argued that Tesla was not excluded from that protection as a result of the SEC's 2018 order, which relates to SEC Rule 13a-15 and requires the company to maintain disclosure controls and procedures over Musk's tweets. The lower court held that the disclosure rule was not an antifraud provision, the Tesla attorney said. Thompson also asserted that the safety statements at issue related to the autopilot feature in Tesla cars, which the company has always maintained required driver supervision. "Autopilot is cruise control. It's a lane assist," she said. "It's not a product that Tesla indicated could be used without a driver at the wheel." Another reason why the appellate court should affirm the suit's dismissal is because the investors failed to allege specific facts showing Musk and Tesla meant to commit a wrongful act, their lawyer contended. "These are generalized allegations," Thompson told the judges. "They're not particularized." U.S. Circuit Judge Daniel A. Bress asked about the claims related to the DMV. Thompson said the statements made to the DMV were consistent with what Musk was representing. During his rebuttal, Bissell-Linsk said Musk claimed the cars could drive on their own without human intervention. "He said, 'I'm very confident about full self-driving functionality being complete by the end of the year,'" Bissell-Linsk said. There was a reason to lie about the capabilities of Tesla's vehicles, the shareholders' counsel alleged: Musk was going to need to liquidate a large number of Tesla stocks to fund the acquisition of Twitter. In line with that aim, he wanted to maintain Tesla's high share price, Bissell-Linsk said. "He was motivated to make these misstatements," the lawyer told the panel. In its written brief filed with the court in May 2025, Tesla pointed out that Musk's stock sales did not occur until after the first two disclosures that investors alleged were corrective. In their complaint, filed Feb. 27, 2023, the shareholders alleged Tesla's stock price dipped upon news of a 2021 National Highway Traffic Safety Administration investigation into the electric-car manufacturer following a series of crashes potentially caused by the technology. Last year, U.S. District Judge Araceli Martínez-Olguín dismissed the case with leave to amend, ruling that investors had not shown Musk knew he was making false statements when he touted the safety of self-driving technology or the progress the company was making toward fully autonomous vehicles. The suing shareholders, led by the Oakland County Voluntary Employees' Beneficiary Association and Oakland County Employees' Retirement System, said testimony from a confidential witness, who worked at Tesla, indicated that Musk received regular reports about the progress of the engineering team to show he must have known his statements were false. U.S. Circuit Judges Sidney R. Thomas, Daniel A. Bress and Salvador Mendoza Jr. sat on the panel for the Ninth Circuit. The class is represented by Jake Bissell-Linsk, Carol C. Villegas, Guillaume Buell and Matthew J. Grier of Labaton Sucharow LLP, Lucas E. Gilmore of Hagens Berman Sobol Shapiro LLP and Aaron L. Castle of VanOverbeke Michaud & Timmony PC. Musk and Tesla are represented by Alex Spiro, Ellyde R. Thompson and Jesse Bernstein of Quinn Emanuel Urquhart & Sullivan LLP. The case is Thomas Lamontagne v. Tesla Inc. et al., case number 25-55, in the United States Court of Appeals for the Ninth Circuit. –Additional reporting by Jessica Corso. Editing by Covey Son. For a reprint of this article, please contact reprints@law360.com.

Nov 20

5 min

Sidley represented Jefferies Finance LLC, as borrower and issuer, in its US$1.95 billion bank/bond financing, consisting of a US$950 million senior secured term loan facility and US$500 million priority secured revolving facility, and US$500 million high-yield offering of 6.625% Senior Secured Notes due 2031. The Sidley deal team was led by Joshua Thompson and Kelechi Adibe (Global Finance) and Johnny Skumpija and David Ni (Capital Markets), and included Daniel Philion, Hiroko Ito, D.J. Hill, and Bill Turnbull (Global Finance); Todd Gilbert, Kostian Ciko, Jessica Li, and Jennifer Lin (Capital Markets); as well as Christian Brause, Andy Lau, John Schaff, and Noam Waltuch (Tax); Nathan Greene and John Ekblad (Investment Funds); Christian Pilhofer and Paige Garcia (Employee Benefits and Executive Compensation); and Stephen McInerney and Colleen Brown (Privacy and Cybersecurity).~~Sidley represented Jefferies Finance LLC, as borrower and issuer, in its US$1.95 billion bank/bond financing, consisting of a US$950 million senior secured term loan facility and US$500 million priority secured revolving facility, and US$500 million high-yield offering of 6.625% Senior Secured Notes due 2031. The Sidley deal team was led by Joshua Thompson and Kelechi Adibe (Global Finance) and Johnny Skumpija and David Ni (Capital Markets), and included Daniel Philion, Hiroko Ito, D.J. Hill, and Bill Turnbull (Global Finance); Todd Gilbert, Kostian Ciko, Jessica Li, and Jennifer Lin (Capital Markets); as well as Christian Brause, Andy Lau, John Schaff, and Noam Waltuch (Tax); Nathan Greene and John Ekblad (Investment Funds); Christian Pilhofer and Paige Garcia (Employee Benefits and Executive Compensation); and Stephen McInerney and Colleen Brown (Privacy and Cybersecurity).

Oct 29

1 min

California's voter-approved Proposition 50 plan for new congressional districts mandates "racial gerrymandering" in favor of Hispanic voters in violation of the equal protection clause, the U.S. Department of Justice alleges in a federal lawsuit filed Thursday against Gov. Gavin Newsom. The 18-page complaint concerns Proposition 50, which Newsom championed to passage on election day as a way of flipping five U.S. House seats for Democrats in next year's elections. "The end result is a map that manipulates district lines in the name of bolstering the voting power of Hispanic Californians because of their race," states the federal government's suit. "Our Constitution does not tolerate this racial gerrymander." The suit seeks a court order declaring Proposition 50 unlawful and stopping California from using the new congressional district maps in the 2026 midterms and beyond. The state legislature's redistricting proposal followed a move by Texas Republicans to redraw their own maps, at President Donald Trump's urging, to pick up five seats in next year's elections. Texas Gov. Greg Abbott officially signed the state's new congressional map into law in August. Although the U.S. Supreme Court has allowed race-conscious redistricting to rectify violations of the Voting Rights Act, no one contends that California's preexisting map discriminated on the basis of race, the federal government says. The "Proposition 50 map does," it asserts. The complaint notes that legal concerns over district lines drawn to advantage one political party over another is "beyond the reach of the federal courts," citing the Supreme Court's 2018 decision in Rucho v. Common Cause. Racial gerrymanders, however, are unconstitutional, the suit underscores. States "generally may not use race as a 'predominant criterion' in achieving partisan goals," it says, citing the high court's 2017 decision in Cooper v Harris. The federal government points out that a press release issued by state Sen. and Senate President pro tempore Mike McGuire in August says that the Proposition 50 map "retains and expands" districts "that empower Latino voters." The suit brings causes of action for racial gerrymandering in violation of the equal protection clause of the 14th Amendment and intentional racial discrimination in violation of the Voting Rights Act. "The U.S. Department of Justice is moving swiftly to prevent these illegal maps from tainting our upcoming elections. California is free to draw congressional maps, but they may not be drawn based on race," said First Assistant U.S. Attorney Bill Essayli of the Central District of California in an announcement about the lawsuit. The lawsuit seek to join litigation filed last week by Assemblymember David J. Tangipa, R-Fresno, and other Golden State Republicans. In a motion to intervene filed Thursday, the Justice Department said counsel for Tangipa and the other plaintiffs do not oppose the request, and counsel for Newsom and co-defendant California Secretary of State Shirley Weber told the federal government on Wednesday they "take no position" on the motion. On Wednesday, the California federal judge overseeing that case granted the Democratic Congressional Campaign Committee's motion to intervene. The lawsuit is the one of several redistricting legal battles playing out across the nation as Republicans and Democrats fight for control of Congress. As lawmakers face off in court, the Supreme Court kicked off its October 2025 term last month by revisiting the legality of Louisiana's congressional map, which has two majority-Black voting districts. Depending on how the justices decide, the dispute could spell the end for the Voting Rights Act. In response to the Justice Department's lawsuit, Newsom's office released a single-sentence statement Thursday: "These losers lost at the ballot box, and soon they will also lose in court." In a social media post on Thursday, Attorney General Pamela Bondi announced the lawsuit, saying, "Newsom should be concerned about keeping Californians safe and shutting down antifa violence, not rigging his state for political gain." The Justice Department did not respond to a request for comment Thursday. The federal government is represented by Jesus A. Osete, Matthew Zandi, Maureen Riordan, Andrew Braniff, David Goldman, Joshua R. Zuckerman and Greta Gieseke of the DOJ's Civil Rights Division, and Bilal A. Essayli and Julie A. Hamill of the U.S. Attorney's Office for the Central District of California. Counsel information for the defendants was not available Thursday. The case is Tangipa et al. v. Newsom et al., case number 2:25-cv-10616, in the U.S. District Court for the Central District of California. --Editing by Adam LoBelia.

Nov 13

3 min

Law360 (November 20, 2025, 7:53 PM EST) -- Tesla shareholders urged the Ninth Circuit Thursday to revive their allegations that Elon Musk lied about the capabilities and safety record of Tesla's self-driving technology, saying the district court erred in finding no evidence of fraudulent intent since the billionaire clearly needed to boost Tesla's share price to buy Twitter. The investors' lawsuit was tossed last year by a California federal judge, who found they had not shown Musk knew his statements were false and that other, forward-looking statements were protected from liability by provisions of the Private Securities Litigation Reform Act. At the start of a hearing Thursday, a lawyer representing the shareholders, Jake Bissell-Linsk of Labaton Sucharow LLP, told a three-judge panel of the Ninth Circuit that in February 2019, Musk claimed Tesla would release "feature complete full self-driving" vehicles by the end of that year, adding that he was "certain of that … that is not a question mark." But when the California Department of Motor Vehicles — which oversees autonomous vehicle permitting in the state — reached out to Tesla nearly two years later, the company's associate general counsel, Eric Williams, told the state agency Tesla's driving technology did not yet fit the DMV's definition for an autonomous vehicle, Bissell-Linsk said during the hearing. The California DMV subsequently got on a call with several senior Tesla employees, including the company's director of autopilot software, Christopher "CJ" Moore, the lawyer said. Moore told the agency that Musk's messaging did not "match engineering reality," the panel heard. U.S. Circuit Judge Salvador Mendoza Jr. questioned why those statements don't fall into under the PSLRA's safe harbor protections. Bissell-Linsk said that to start, the provision does not shield statements that were made with knowing falsity. Further, the lawyer added, the safe harbor protection doesn't extend to Tesla "given its history of securities law violations," a reference to an agreement the company reached with the U.S. Securities Exchange Commission in 2018 over Musk's tweets about taking Tesla private. The safe-harbor provision is an anti-fraud provision, and Musk and Tesla were misrepresenting to investors the state of the technology, Bissell-Linsk argued. Musk had personal knowledge about the state of the technology, the lawyer said. In addition, false statements were made about the safety of Tesla's self-driving technology, with Musk saying the cars could self-drive better than humans can drive them, Bissell-Linsk alleged. "A Tesla files leak revealed thousands and thousands of systematic problems with the technology, such as unwanted braking and unwanted acceleration," he told the court. Counsel for Musk and Tesla, Ellyde R. Thompson of Quinn Emanuel Urquhart & Sullivan LLP, said the forward-looking statements are protected from liability because of the PLSRA safe harbor provision. "They speak … of what would happen this year or what would happen next year," Thompson told the panel. She also argued that Tesla was not excluded from that protection as a result of the SEC's 2018 order, which relates to SEC Rule 13a-15 and requires the company to maintain disclosure controls and procedures over Musk's tweets. The lower court held that the disclosure rule was not an antifraud provision, the Tesla attorney said. Thompson also asserted that the safety statements at issue related to the autopilot feature in Tesla cars, which the company has always maintained required driver supervision. "Autopilot is cruise control. It's a lane assist," she said. "It's not a product that Tesla indicated could be used without a driver at the wheel." Another reason why the appellate court should affirm the suit's dismissal is because the investors failed to allege specific facts showing Musk and Tesla meant to commit a wrongful act, their lawyer contended. "These are generalized allegations," Thompson told the judges. "They're not particularized." U.S. Circuit Judge Daniel A. Bress asked about the claims related to the DMV. Thompson said the statements made to the DMV were consistent with what Musk was representing. During his rebuttal, Bissell-Linsk said Musk claimed the cars could drive on their own without human intervention. "He said, 'I'm very confident about full self-driving functionality being complete by the end of the year,'" Bissell-Linsk said. There was a reason to lie about the capabilities of Tesla's vehicles, the shareholders' counsel alleged: Musk was going to need to liquidate a large number of Tesla stocks to fund the acquisition of Twitter. In line with that aim, he wanted to maintain Tesla's high share price, Bissell-Linsk said. "He was motivated to make these misstatements," the lawyer told the panel. In its written brief filed with the court in May 2025, Tesla pointed out that Musk's stock sales did not occur until after the first two disclosures that investors alleged were corrective. In their complaint, filed Feb. 27, 2023, the shareholders alleged Tesla's stock price dipped upon news of a 2021 National Highway Traffic Safety Administration investigation into the electric-car manufacturer following a series of crashes potentially caused by the technology. Last year, U.S. District Judge Araceli Martínez-Olguín dismissed the case with leave to amend, ruling that investors had not shown Musk knew he was making false statements when he touted the safety of self-driving technology or the progress the company was making toward fully autonomous vehicles. The suing shareholders, led by the Oakland County Voluntary Employees' Beneficiary Association and Oakland County Employees' Retirement System, said testimony from a confidential witness, who worked at Tesla, indicated that Musk received regular reports about the progress of the engineering team to show he must have known his statements were false. U.S. Circuit Judges Sidney R. Thomas, Daniel A. Bress and Salvador Mendoza Jr. sat on the panel for the Ninth Circuit. The class is represented by Jake Bissell-Linsk, Carol C. Villegas, Guillaume Buell and Matthew J. Grier of Labaton Sucharow LLP, Lucas E. Gilmore of Hagens Berman Sobol Shapiro LLP and Aaron L. Castle of VanOverbeke Michaud & Timmony PC. Musk and Tesla are represented by Alex Spiro, Ellyde R. Thompson and Jesse Bernstein of Quinn Emanuel Urquhart & Sullivan LLP. The case is Thomas Lamontagne v. Tesla Inc. et al., case number 25-55, in the United States Court of Appeals for the Ninth Circuit. –Additional reporting by Jessica Corso. Editing by Covey Son. For a reprint of this article, please contact reprints@law360.com.

Nov 20

5 min

Kirkland & Ellis LLP represented Clearlake Capital Group in its acquisition of Team Technologies Holding Company, a leading manufacturer, developer, and distributor in the dental, oral, cosmetic and personal care industries, from The Riverside Company and other institutional and private investors. Read more at the company press release. The Kirkland team was led by corporate partners Luke Guerra and Hamed Meshki and included associates Evan Roberts and Ike Ikeme; debt finance partner Brian Ford and associates Paul Rezvani, Christopher Raidy and Michael Chung; tax partner Josh McLane and associate Samuel Sean Hamner; technology and intellectual property transactions partner Vladimir Khodosh and associate Amaya Gaston; environmental transactions partner Stefanie Gitler and associate Jenny Pierce; executive compensation partner Jennifer Pepin and associate Jennifer Gong; labor and employment partner Matthew Keiser and associate Melissa Soares; employee benefits partner Matthew Antinossi and associate Emily Morrison; real estate partner John Caruso and associate Lisa Tran; international trade partner Mario Mancuso and associate Joshua Thompson; and antitrust partners Carla A.R. Hine and Mike Robert-Smith.

Nov 15

1 min