Elon Musk and Twitter Reach Deal for Sale (Update: WSJ report details Musk’s relationship with Putin) (1 Viewer)

[SaintForLife]

Elon Musk struck a deal on Monday to buy Twitter for roughly $44 billion, in a victory by the world’s richest man to take over the influential social network frequented by world leaders, celebrities and cultural trendsetters.

Twitter agreed to sell itself to Mr. Musk for $54.20 a share, a 38 percent premium over the company’s share price this month before he revealed he was the firm’s single largest shareholder. It would be the largest deal to take a company private — something Mr. Musk has said he will do with Twitter — in at least two decades, according to data compiled by Dealogic.

“Free speech is the bedrock of a functioning democracy, and Twitter is the digital town square where matters vital to the future of humanity are debated,” Mr. Musk said in a statement announcing the deal. “Twitter has tremendous potential — I look forward to working with the company and the community of users to unlock it.”

The deal, which has been unanimously approved by Twitter’s board, is expected to close this year, subject to a vote of Twitter shareholders and certain regulatory approvals.

The blockbuster agreement caps what had seemed an improbable attempt by the famously mercurial Mr. Musk, 50, to buy the social media company — and immediately raises questions about what he will do with the platform and how his actions will affect online speech globally.

Elon Musk and Twitter Reach Deal for Sale

Twitter agreed to be taken over at $54.20 a share, a 38 percent premium over the share price before it was revealed that Mr. Musk had been buying up the company’s stock.

www-nytimes-com.cdn.ampproject.org

If Musk does what he claims he wants to do it will be a big improvement and good for free speech.

 

[zztop]

lawsuit

Musk's $44 billion Twitter buyout challenged in shareholder lawsuit

Elon Musk and Twitter Inc were sued on Friday by a Florida pension fund seeking to stop Musk from completing his $44 billion takeover of the social media company before 2025.

www.reuters.com

In a proposed class action filed in Delaware Chancery Court, the Orlando Police Pension Fund said Delaware law forbade a quick merger because Musk had agreements with other big Twitter shareholders, including his financial adviser Morgan Stanley (MS.N) and Twitter founder Jack Dorsey, to support the buyout.


The fund said those agreements made Musk, who owns 9.6% of Twitter, the effective "owner" of more than 15% of the company's shares. It said that required delaying the merger by three years unless two-thirds of shares not "owned" by him granted approval.

 

[samiam5211]

lawsuit

Musk's $44 billion Twitter buyout challenged in shareholder lawsuit

Elon Musk and Twitter Inc were sued on Friday by a Florida pension fund seeking to stop Musk from completing his $44 billion takeover of the social media company before 2025.

www.reuters.com

In a proposed class action filed in Delaware Chancery Court, the Orlando Police Pension Fund said Delaware law forbade a quick merger because Musk had agreements with other big Twitter shareholders, including his financial adviser Morgan Stanley (MS.N) and Twitter founder Jack Dorsey, to support the buyout.


The fund said those agreements made Musk, who owns 9.6% of Twitter, the effective "owner" of more than 15% of the company's shares. It said that required delaying the merger by three years unless two-thirds of shares not "owned" by him granted approval.

Wow, i never would have picked Florida as the location of someone suing to stop Elon from becoming Emperor of Twitter.

Guess you can always count on Florida to fork things up for you, even if they like you.

 

[superchuck500]

Seems like a serious-minded businessman.

 

[el caliente]

Seems like a serious-minded businessman.

I thought it was funny.

 

[MT15]

maybe he meant it as a joke, who knows? But his tweeting lately has been a hot mess. If he really put the deal on “pause” over bots, then he didn’t do any due diligence before making his offer. If the “pause” is financial, which most people seem to think, then he’s lying about it. Which doesn’t bode well for his transparency pledges.

 

[J-DONK]

maybe he meant it as a joke, who knows? But his tweeting lately has been a hot mess. If he really put the deal on “pause” over bots, then he didn’t do any due diligence before making his offer. If the “pause” is financial, which most people seem to think, then he’s lying about it. Which doesn’t bode well for his transparency pledges.

It's hard to tell when, or if he is trolling. He said in the last week something about how he works 16 hours a day. Anyone who has seen his twitter activity knows that can't be true.

 

[el caliente]

I think a lot of folks are seeing that these deals don’t just happen over night. Between securing financing, agreements, due diligence, etc. this isn’t like just walking into Kroger and picking up some Pace picante sauce. I believe he will still go forward with the deal, but we are still some time away before it closes.

 

[superchuck500]

I thought it was funny.

I’m not saying it wasn’t, and he can say whatever he wants. It’s just hard to know his true mindset (i.e. intentions) with it, that’s all.

 

[CoolBrees]

I think a lot of folks are seeing that these deals don’t just happen over night. Between securing financing, agreements, due diligence, etc. this isn’t like just walking into Kroger and picking up some Pace picante sauce. I believe he will still go forward with the deal, but we are still some time away before it closes.

Well a lot of people never close deals. They are very easy to spot.

And he waived DD prior to the agreement. He can’t back out now. He is on the hook and would most likely be hit with securities fraud charges if he tries on these grounds.

 

[MT15]

Well a lot of people never close deals. They are very easy to spot.

And he waived DD prior to the agreement. He can’t back out now. He is on the hook and would most likely be hit with securities fraud charges if he tries on these grounds.

I think he is already on thin ice with the SEC, because I read he was negligent in filing when he passed the threshold in Twitter stock where you are supposed to file. 6%? I’m not sure what the threshold is, but he passed it and kept going before he filed, which allowed him to get to about 8% without paying the higher price that occurred as soon as it became public that he was buying. I’m not sure what the penalty is for that, but he was in violation there.

 

[superchuck500]

I think he is already on thin ice with the SEC, because I read he was negligent in filing when he passed the threshold in Twitter stock where you are supposed to file. 6%? I’m not sure what the threshold is, but he passed it and kept going before he filed, which allowed him to get to about 8% without paying the higher price that occurred as soon as it became public that he was buying. I’m not sure what the penalty is for that, but he was in violation there.

The SEC has proven wholly ineffectual with these kinds of "violations". Musk doesn't seem to care about them at all and he's probably right that there's not much risk there.

 

[MT15]

I hadn’t heard this theory:

 

[MT15]

So am reading now that Musk wants to renegotiate the price lower. Lol.

Also, this happened:

 

[SaulGoodmanEsq]

I hadn’t heard this theory:

His replies in that thread are hilarious. Shows you he has these random ideas but no clue how to actually implement them. He's basically just some d00d-bro with a ton of money.

 

[MT15]

 

[SaulGoodmanEsq]

I'm no securities expert but I'm not sure why it's Twitter's obligation to perform his due diligence/research for him?

 

[J-DONK]

I'm no securities expert but I'm not sure why it's Twitter's obligation to perform his due diligence/research for him?

If Chuck knows anything about mergers, and business acquisition he can speak on this far better. My understanding in the buyout agreement there is language that states a bunch of conditions that each party has to pay the 1 billion dollar termination fee. One of the ways Musk can get out of this for free is if Twitter misrepresents data like it's subscriber base, ex percentage of the base is bots. I've seen some legal analyst say that is what he might actually be up to here.

 

[MT15]

I think in a normal acquisition, you’d be right, but I read that he waived due diligence. Some Twitter Law folks said it was the stupidest move they’ve ever seen in an acquisition. I don’t know, just relaying what I read.