I have been using scienter and intentionality interchangeably. I think it is you who is throwing around fancy-sounding terms like "legal interpretation" without

I have been using scienter and intentionality interchangeably. I think it is you who is throwing around fancy-sounding terms like "legal interpretation" without really knowing what they mean. Again, every CEO dislikes short sellers and literally everything they do to talk up the company hurts shorts, by definition. You don't need any tweets to establish that. It's a given. And every CEO misstates things and makes errors and in big companies every statement moves the stock price. The issue is intent. What you are doing is focusing on the misstatement, adding in fancy sounding terms like "legal interpretation", and whipping that up into intent to defraud. But as the SEC explicitly addressed in the cited comment, they set the "state of mind" bar higher than mere misstatements. You are going to need more than that to establish scienter. Your fancy term aside, there actually are other interpretations of his comment. He may have been overzealous. He may have overestimated his investors intent. Let's look at it another way. Musk is a reasonably smart guy. How far was he going to get with this alleged scheme to intentionally defraud the market? How long until everyone realized the funds were not actually secured and the fraud was revealed? Like, 2 hours? That would be the stupidest fraud in the history of frauds. The conclusion is that, perhaps he actually believed the deal would come together. Erroneously, but erroneous statements are not enough for fraud; the key factor is state of mind.