Giuseppe Pampena v. Elon R.Musk, 3:22-cv-05937

This is a securities class action where Plaintiffs allege that Elon Musk made material misstatements to depress Twitter stock following his agreement to acquire Twitter at $54.20/share in April 2022.
The Plaintiffs claim Musk’s public statements about the prevalence of bots and the status of the merger were knowingly false and intended to pressure Twitter into lowering the sale price.
The case is at the discovery stage, with both sides propounding Requests for Admission (RFAs) and moving to compel responses from the other.
The court previously held that Plaintiffs pled actionable misrepresentations and scienter for certain Musk statements, but not for letters terminating the merger.
Central disputes involve whether specific RFAs improperly seek legal conclusions/interpretations of the Merger Agreement and whether the RFAs are relevant.
The present order resolves cross-motions to compel responses to various RFAs, both about facts (such as publication of a specific blog post) and legal interpretations (such as ambiguity of the Merger Agreement).

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether RFAs about ambiguity in the Merger Agreement are permissible	Plaintiffs argue he should not admit to Defendant's interpretation of the disputed contract central to the case	Musk argues these admissions are needed to clarify Plaintiffs' positions	Allowed for factual ambiguity questions, not for core contract disputes
Whether RFAs about the publication of a third-party blog post must be answered	Plaintiffs claim lacking knowledge/access to confirm blog contents; link was broken	Musk asserts Plaintiffs had access to the article and archive	Denied motion to compel; link was invalid, Plaintiff not required to confirm third-party facts
Whether post-acquisition moderation decisions and public statements about deal renegotiation are relevant	Plaintiffs argue questions about Musk's motives and statements are relevant to their theory of intent and credibility	Musk contends these are irrelevant to securities fraud elements or are collateral	Court held RFAs are relevant at the discovery stage and granted motion to compel responses
Whether RFAs seeking confirmation about advice-of-counsel defenses must be answered	Plaintiffs want confirmation Musk won't assert such a defense	Musk objects that RFAs are ambiguous/overbroad and requests clarification	Court orders parties to confer and amend RFAs for clarity before response

Dura Pharms., Inc. v. Broudo, 544 U.S. 336 (key elements of securities fraud claims)
Loos v. Immersion Corp., 762 F.3d 880 (scienter and pleading standards for securities fraud)
Zucco Partners, LLC v. Digimarc Corp., 552 F.3d 981 (scienter standard under the PSLRA)
Asea, Inc. v. S. Pac. Transp. Co., 669 F.2d 1242 (purpose and scope of Rule 36 RFAs)
Conlon v. United States, 474 F.3d 616 (limits and appropriate use of RFAs in discovery)