Elon is probably sued at least 5 times a day.

will25u said:

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Bloomberg: Elon Musk was sued by a Twitter shareholder who claims the Tesla CEO‘s delay in disclosing his ownership of more than 5% of the social media company artificially kept its share price down.

— THE BIAS (@thebias_news) April 12, 2022

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I'm surprised it took this long.

FratboyLegend said:

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will25u said:

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Bloomberg: Elon Musk was sued by a Twitter shareholder who claims the Tesla CEO‘s delay in disclosing his ownership of more than 5% of the social media company artificially kept its share price down.

— THE BIAS (@thebias_news) April 12, 2022

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I'm surprised it took this long.

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How does a claim like this get past a speculative damages type of defense? How can he prove he was damaged or would have actually acted differently with any certainty?

Proc92 said:

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FratboyLegend said:

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will25u said:

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Bloomberg: Elon Musk was sued by a Twitter shareholder who claims the Tesla CEO‘s delay in disclosing his ownership of more than 5% of the social media company artificially kept its share price down.

— THE BIAS (@thebias_news) April 12, 2022

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I'm surprised it took this long.

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How does a claim like this get past a speculative damages type of defense? How can he prove he was damaged or would have actually acted differently with any certainty?

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If he sold in the 11 day window within which Elon was supposed to disclose but didn't, he (and every other seller of those 112mm shares) was very clearly damaged by $11 per share.

I laid out all the math on the last page.

Ok. And is it usually accepted by courts that the change in price is caused only by the delay in notice? Do they use a but for type of test?

Proc92 said:

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Ok. And is it usually accepted by courts that the change in price is caused only by the delay in notice? Do they use a but for type of test?

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I am not a lawyer, but in my extremely extensive experience as a professional investor in publicly-traded equity securities, the plain language answer is yes.

This is why NOBODY files a 13-D or 13-G eleven days late.

But for the fact that Elon failed to timely disclose his Twitter stake on 3/24, the stock would have immediately traded to $50 on that date.

The evidence? The nearly 300 MILLION shares that traded at $50 the day he disclosed.

FratboyLegend said:

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nortex97 said:

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Bidens leg hairs said:

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Sounds like the walls are closing in on Elon

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Notice how when I asked 'show me your work?' The usual Disney/CCP apologists have…utterly failed to show how this is gonna have massive ramifications.

The Dem Underground threads I am sure are afire with vitriol/pathetic 'research' right now.

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The math is pretty simple.

Musk crossed the 5% threshold on May 14th, according to Bloomberg:

Quote:

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Musk acquired 5% of Twitter's stock on March 14, and under the rules he would have 10 calendar days until March 24 to file the 13G (or 13D). But he filed it on April 4, 11 days late.

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So, on those days between the 24th and the 4th, Elon was at an improper informational advantage versus all other market participants.

112,285,100 shares of Twitter changed hands in that time frame, at a VWAP of $39.

When Elon eventually announced his stake, now 9.2%, on April 4th, the stock traded immediately to $50, on MASSIVE volume (280mm shares), I would add.

Every investor who sold Twitter between 3/24 and 4/4 did so without capturing the Elon premium. It doesn't matter to whom they sold their shares -- could have been to you or me. The reason they got $39 for them instead of $50, is because Elon didn't disclose his investment, as required by law. That is a difference of $11/sh.

So, $11 of lost premium x 112,285,100 shares transacted is $1.24 Billion of disgorged profits. The facts around this aren't even in question. They are written on a piece of paper signed by Elon Musk himself.

This is why Elon is not going on the board of Twitter. He can't. He is about to get sued for these losses, and that is a fatal fact for any member of any board anywhere on the planet.

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Here is the math

FratboyLegend said:

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FratboyLegend said:

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nortex97 said:

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Bidens leg hairs said:

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Sounds like the walls are closing in on Elon

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Notice how when I asked 'show me your work?' The usual Disney/CCP apologists have…utterly failed to show how this is gonna have massive ramifications.

The Dem Underground threads I am sure are afire with vitriol/pathetic 'research' right now.

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The math is pretty simple.

Musk crossed the 5% threshold on May 14th, according to Bloomberg:

Quote:

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Musk acquired 5% of Twitter's stock on March 14, and under the rules he would have 10 calendar days until March 24 to file the 13G (or 13D). But he filed it on April 4, 11 days late.

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So, on those days between the 24th and the 4th, Elon was at an improper informational advantage versus all other market participants.

112,285,100 shares of Twitter changed hands in that time frame, at a VWAP of $39.

When Elon eventually announced his stake, now 9.2%, on April 4th, the stock traded immediately to $50, on MASSIVE volume (280mm shares), I would add.

Every investor who sold Twitter between 3/24 and 4/4 did so without capturing the Elon premium. It doesn't matter to whom they sold their shares -- could have been to you or me. The reason they got $39 for them instead of $50, is because Elon didn't disclose his investment, as required by law. That is a difference of $11/sh.

So, $11 of lost premium x 112,285,100 shares transacted is $1.24 Billion of disgorged profits. The facts around this aren't even in question. They are written on a piece of paper signed by Elon Musk himself.

This is why Elon is not going on the board of Twitter. He can't. He is about to get sued for these losses, and that is a fatal fact for any member of any board anywhere on the planet.

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Here is the math

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I dunno why you are still arguing about this. The math is one thing, using a hypothetical class (every single trade, which is ludicrous, but whatever) of investors that were harmed, as I stated.

There's no precedent you've cited for a billion plus in damages being awarded for a form being 2 weeks late. Or a hundred million. A quick DDG search for me returns fines of 100K to $2 million.

Theorizing that every single trade in a gap period has a civil legal cause, which Elon doesn't have an excuse for, in the 11 day period and calculating that it was thus...they lost that sum and he will be held civilly liable is crazy/infantile, imho. Hint: a lot of those traders/trades made money, as a call/put, in that period.

Finally, and I don't want to keep bumping this unless/until there is big news, a billion dollars (per your math), even if it happened, is a tiny part of his net worth (around/ballpark $300 billion). We don't need a jump to conclusions mat to determine...this form is barely a blip on his radar financially.

Are you a lawyer?

I'm going to put o/u on class action final settlement at $10mill

What's funny to me is that even if you're right and this costs him $1billion, that's 0.3% of his net worth

FratboyLegend said:

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Are you a lawyer?

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Again I dunno why we are even arguing about this matter, but, seriously, what difference does it make? I am not posting legal advice. I can't stand pretentious lawyers who whip out their bar card/degree in a non-legal discussion. Yes, I think I've disclosed before that I have a jd, but that's not really pertinent.

We are discussing, for political/f16 purposes, a guy worth $300+ billion maybe at risk of losing a million or so for filing a form late, or if you are somehow right, please feel free to pull an 'i told you so' and update this when Elon pays a billion dollars to the folks he defrauded. I'll absolutely eat crow if/when that ever happens.

LOL.

Can we please stop talking about what the penalty will be for filing a form late.

I'm more interested in seeing what Elon is saying about Twitter and if he's been buying more shares.

Also, should we (regular people) be buying shares if we think a hostile takeover is going to happen?

Bull****

Twitter just censored @libsoftiktok, locking the account for “hateful conduct.”

— Seth Dillon (@SethDillon) April 14, 2022

Truth is hate to libs

. . . said:

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Bull****

Twitter just censored @libsoftiktok, locking the account for “hateful conduct.”

— Seth Dillon (@SethDillon) April 14, 2022

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Can't believe they made it this long

Quote:

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Elon Musk has made a "best and final" offer to buy Twitter Inc., saying the company has extraordinary potential and he will unlock it.

The world's richest person will offer $54.20 per share in cash, representing a 54% premium over the Jan. 28 closing price and a value of about $43 billion. The social media company's shares soared 18%.

Musk, 50, announced the offer in a filing with the U.S. Securities and Exchange Commission on Thursday. The billionaire, who also controls Tesla Inc., first disclosed a stake of about 9% on April 4. Tesla shares fell about 1.5% in pre-market trading on the news.

In a letter to Twitter's board, Musk said he believes Twitter "will neither thrive nor serve [its free speech] societal imperative in its current form. Twitter needs to be transformed as a private company"

The takeover is unlikely to be a drawn out process. "If the deal doesn't work, given that I don't have confidence in management nor do I believe I can drive the necessary change in the public market, I would need to reconsider my position as a shareholder," said Musk.

The $54.20 per share offer is "too low" for shareholders or the board to accept, said Vital Knowledge's Adam Crisafulli said in a report, adding that the company's shares hit $70 less than a year ago.

https://www.bloomberg.com/news/articles/2022-04-14/elon-musk-launches-43-billion-hostile-takeover-of-twitter

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Can't believe he's willing to put as much into Twitter as he has in SpaceX.

Holy crap.

I don't think 'they' will take the offer, but wow.

The funniest part of that entire article is the suggestion that a stock price of $70 is sustainable because they hit it only a year ago, ignoring that for 90% of the stocks history it's been bounded between $20 and $40 per share, and after the euphoric investments of 2020/2021 it cratered right back to its bounded spread of $35 per share. $54 per share is about as good of a dollar return as they could expect, but dollar value isn't the only return the current ownership is benefitting from.


I'll also add that Elon probably isn't wrong. Twitter is going to be Twitter as long as it's a public company. After they turn down this offer, he exits his position and the stock reverts back to its $30 per share comfort zone it will be funny to watch how long it takes for the stock to hit $54 per share. It definitely won't be a good investment net inflation.

I certainly wouldn't expect them to jump at the offer, but Goldman Sachs might be…more likely to advise them to take it.

It is 80 percent held by institutions, after all. They might realize this is…a great price to sell at.

TWITTER INC TO REVIEW ELON MUSK'S OFFER WITH ADVICE FROM GOLDMAN SACHS & CO GS.N AND WILSON SONSINI GOODRICH & ROSATI -SOURCE$TWTR

— *Walter Bloomberg (@DeItaone) April 14, 2022

We probably won't hear until next week, imho.

You really think it will be that quick? I would think it would take longer. (No experience in this, just initial knee jerk thought)

My swag is that the Goldman types know pretty quickly what is the likely share price this year on the holdings, and if they think it is a good price to sell at. I don't think they sit around for weeks on this one, no, and I suspect they have had some information about the offer for a few days already. Obviously, the current company leadership won't be excited about it, but it's above their pay grade.

Oh to be a fly on the wall today at Twitter. I can hear the REEEEEEEEEEE'ing from here!

I love his the way he works

I made an offer https://t.co/VvreuPMeLu

— Elon Musk (@elonmusk) April 14, 2022

will25u said:

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Oh to be a fly on the wall today at Twitter. I can hear the REEEEEEEEEEE'ing from here!

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Oh yeah, they are screaming and cutting themselves!

"REEEEEEE... we cant allow this happen! Elon would allow everyone to post on Twitter!"

If Elon takes Twitter private, I hope the first thing he does is unblock EVERY account that was not banned because of being a bot.

Does this cause a run up in share price? And does musk have restrictions on when he can sell due to holding size or formal offer?

Proc92 said:

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Does this cause a run up in share price? And does musk have restrictions on when he can sell due to holding size or formal offer?

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Its up 6% pre-market.

Yes, it is up in pre-market; he's offering to buy all the shares at a 54% premium to where it was before he bought 9 percent of it.

As per above, I bet it crashes pretty quickly if they turn him down, though.

As it is, he is ticking off all the right people (caution, some profanity):

So mad pic.twitter.com/LTdHCdS6bo

— Bonchie (@bonchieredstate) April 14, 2022

#Twitter HQ is throwing a tantrum. 😂#ElonMusk pic.twitter.com/9jViO1lAq7

— Foch (@epoh_ful) April 14, 2022

Live look inside the Twitter Board Room RN: #Twitter $TWTR #ElonMusk @elonmusk pic.twitter.com/C7ErytMRG6

— Colt Yohman (@CStyles45) April 14, 2022

Elon Musk Offer 100% of twitter and is willing to pay $54.20 a share

Twitter Employees:#ElonMusk #ElonMuskTwitter pic.twitter.com/ycAsN59LNa

— Patel Meet (@mn_google) April 14, 2022

Maybe Elon can buy Disney and turn it back to a place for kid’s entertainment not indoctrination. #DisneyGroomer #ElonMusk

— Let’s be honest here...👩🏼‍🦰🇺🇸 (@Lovea2ndbaseman) April 14, 2022

Hell of an offer. Does TWTR's BOD have to accept the offer and send to a shareholder vote? Would rejection be breaking fiduciary duty?

If @Twitter rejects @elonmusk's offer, @paraga has to resign, as will most of the board. They will have acted directly against the financial interests of shareholders, violating their fiduciary duty.

— Derek Hunter (@derekahunter) April 14, 2022

tysker said:

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Hell of an offer. Does TWTR's BOD have to accept the offer and send to a shareholder vote? Would rejection be breaking fiduciary duty?

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No, they have a duty to consider it, but don't have to put it to a shareholder vote/proxy. I don't think they will take it, and will have some goldman sachs analyses to support a claim that it is insufficient for the value of the company (meaning they expect the price to exceed his offer in a reasonable time period).

*Elon Musk be like: *

Not in the mood of attending meetings & convincing them about my ideas.

Lets buy this whole company.#ElonMuskTwitter pic.twitter.com/LfoyoB270k

— Alone Rusk (@alone_rusk) April 14, 2022

If Elon Musk buys Twitter, he will be the first African American to own a major social media platform. This is a great day for diversity. Another glass ceiling shattered!

— Dr. Matt Walsh, Women’s Studies Scholar (@MattWalshBlog) April 14, 2022