The internal communications about the Hunter Biden laptop story would be fascinating. As well as the communications about the story with government and other tech companies.
Elon makes all-cash offer to take Twitter private
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Last: 5 days ago by titan
If Musk fails at his attempt to take Twitter and they somehow manage to survive the storm, I'm afraid what we will see from Twitter will be evil personified. Worse than it is now. This county will be in a world of hurt. God speed Elon!
https://nypost.com/2022/04/15/elon-musk-considers-bringing-in-partners-on-twitter-bid-sources/
Elon Musk considering bringing in partners on Twitter bid, sources say
Elon Musk considering bringing in partners on Twitter bid, sources say
President Trump is a media mogul...would be a good partner.
lol, cherry on the top.
lol, cherry on the top.
My corporate lawyer neighbor told me that the "poison pill" approved by Twitter's BOD will preclude any hostile takeover via stock acquisition. I did some reading and found the following:
"Poison pills are often used to defend against hostile takeovers.
According to Twitter's plan, if Musk or any other person or group acquires at least 15 percent of Twitter's stock, the poison pill will trigger.
At that point, every other shareholder, aside from Musk, would be allowed to purchase new shares of Twitter at half the going market price, which stood at $45.08 at the closing bell on Thursday.
The flood of half-price shares would effectively dilute Musk's ownership stake, making it massively more expensive for him to build up a controlling position. Twitter said its board had voted unanimously in favor of the plan, which will remain in effect until April 14, 2023."
https://theconservativetreehouse.com/blog/2022/04/15/twitter-responds-to-elon-musk-proposal-by-creating-poison-pill/#more-231787
EM surely anticipated this. I am very curious about his "Plan B." Any comments/speculations will be appreciated.
"Poison pills are often used to defend against hostile takeovers.
According to Twitter's plan, if Musk or any other person or group acquires at least 15 percent of Twitter's stock, the poison pill will trigger.
At that point, every other shareholder, aside from Musk, would be allowed to purchase new shares of Twitter at half the going market price, which stood at $45.08 at the closing bell on Thursday.
The flood of half-price shares would effectively dilute Musk's ownership stake, making it massively more expensive for him to build up a controlling position. Twitter said its board had voted unanimously in favor of the plan, which will remain in effect until April 14, 2023."
https://theconservativetreehouse.com/blog/2022/04/15/twitter-responds-to-elon-musk-proposal-by-creating-poison-pill/#more-231787
EM surely anticipated this. I am very curious about his "Plan B." Any comments/speculations will be appreciated.
Maybe it's just as simple as he knows he has access to mountains of financing via other parties that have yet to be made public yet. At least that's what I hope.
Half the country would go into full melt down mode. That would be utter hilarious if Trump invested into Twitter and had a controlling share.
Dorsey is going to have more influence on Twitter going forward than Trump if Musk does succeed in buying it. Trump's affect on Twitter will be limited to him being unbanned and maybe choosing to return to the platform, he says he won't.
Why not the NSA, FBI, U.S. Marshals, or Secret Service? Just curious on why you settled on the CIA as the agency that provides the Twitter moderation that's so infuriating.BAP Enthusiast said:aggie93 said:
This makes a LOT of sense as to why the Board is willing to go down in flames to stop Musk from buying Twitter. Their fear of being sued for fiduciary issues may pale in comparison to what might happen when Elon gets his own people in there to look under all the covers. The rabbit hole is likely very, very deep.Hi @elonmusk, have you considered that Twitter is blocking your offer because they are afraid you’d obtain documents proving they shadow ban and censor, which would contradict sworn testimony made before Congress?
— Cernovich (@Cernovich) April 15, 2022
This could be an Enron type scenario you’ve uncovered.
Twitter is basically a CIA run operation at this point, this is why they will never allow it to fall into the hands of someone like Musk. I believe the reality is probably much worse than Mike Cernovich is saying here.
Probably a shareholder derivative lawsuit.sharpdressedman said:
My corporate lawyer neighbor told me that the "poison pill" approved by Twitter's BOD will preclude any hostile takeover via stock acquisition. I did some reading and found the following:
"Poison pills are often used to defend against hostile takeovers.
According to Twitter's plan, if Musk or any other person or group acquires at least 15 percent of Twitter's stock, the poison pill will trigger.
At that point, every other shareholder, aside from Musk, would be allowed to purchase new shares of Twitter at half the going market price, which stood at $45.08 at the closing bell on Thursday.
The flood of half-price shares would effectively dilute Musk's ownership stake, making it massively more expensive for him to build up a controlling position. Twitter said its board had voted unanimously in favor of the plan, which will remain in effect until April 14, 2023."
https://theconservativetreehouse.com/blog/2022/04/15/twitter-responds-to-elon-musk-proposal-by-creating-poison-pill/#more-231787
EM surely anticipated this. I am very curious about his "Plan B." Any comments/speculations will be appreciated.
The shareholders can sue the management saying the management is not acting in the best faith of the shareholders.
This is obviously the case in this situation.
It would be pretty epic.
Another alternative is to get enough people together to vote out the current board without triggering the poison pill. I am sure that there is language in the poison pill that says a group of investors working together also triggers the poison pill, but the devil is in the details, there. What is considered a group?
Based in the Unocal Corp. v. Mesa Petroleum, I don't thick the derivative case will get far right now. After Musk is rejected it might, but business judgment rule is very hard to get around, especially in Delaware.
I think that is true. Broadly, I don't think a shareholder suit makes sense as a fix right now; that would take over a year to happen, and more probably 2 (it's complex litigation).
Elon/others have to be careful about SEC rules, but the guess I have is that he 'partners' with 3 other investors to try to get to a majority hold between them. The execs/blackrock/vanguard/Morgan stanley types will balk at it, but the collective action should work, if not 'in concert' etc.
The long play is that there is a point black rock etc. (nor thoma bravo) want to throw more money than they can get back into it. It's got terrible cash flow and is just an ego prize to be fought over from a business perspective, but is a linchpin of narrative control to the ruling leftist elites. It may be interesting to see if at the end of this month, Elon files to report he is at 20 or 30 percent ownership, to trigger the pill possible. As of today they haven't filed the poison pill plan with the SEC, so it is all just bravado.
I remain dubious Musk approached this casually without a contingency plan for a negative response from the board. I still also think he likely has very good/sophisticated investment advisors, as well, knowing he probably realized he needed this after the SEC came after him the past few years.
Elon/others have to be careful about SEC rules, but the guess I have is that he 'partners' with 3 other investors to try to get to a majority hold between them. The execs/blackrock/vanguard/Morgan stanley types will balk at it, but the collective action should work, if not 'in concert' etc.
Quote:
It looks like Musk is not backing down in the face of the poison pill or in the face of the coincidental story that the SEC/DOJ might be looking into him, a story seemingly meant to frighten him off. It sounds like he may be going all-in, from new reports. Sources close to the matter told the New York Post that Elon is speaking to investors to come in with him to buy Twitter outright. Sources say that a new plan with those partners will be forthcoming. One of the possible partners named is Silver Lake Partners, a private equity firm. A Musk spokesperson wouldn't confirm it, but they likely wouldn't until they had it all worked out and everything in place to go.
While the poison pill might limit Musk himself, if he went in with partners, he could potentially circumvent it.Quote:
But that pill may not stop other entities or people from acquiring their own shares of up to 15% of the company. Those owners could partner with Musk to force a sale, make changes in the executive ranks or push for other overhauls of the company.
Twitter hasn't yet filed its shareholder rights plan with the SEC, though it announced the poison pill in a statement. The SEC filing will give more details on whether it prevents like-minded investors from teaming to buy a greater than 15% stake.
"This is not over," a source close to the situation said.
The long play is that there is a point black rock etc. (nor thoma bravo) want to throw more money than they can get back into it. It's got terrible cash flow and is just an ego prize to be fought over from a business perspective, but is a linchpin of narrative control to the ruling leftist elites. It may be interesting to see if at the end of this month, Elon files to report he is at 20 or 30 percent ownership, to trigger the pill possible. As of today they haven't filed the poison pill plan with the SEC, so it is all just bravado.
I remain dubious Musk approached this casually without a contingency plan for a negative response from the board. I still also think he likely has very good/sophisticated investment advisors, as well, knowing he probably realized he needed this after the SEC came after him the past few years.
Why is Twitter asking me if this tweet is about Elon Musk? @RubinReport literally tagged @elonmusk in it.
— Avi Yemini (@OzraeliAvi) April 15, 2022
I bet they’re working on algorithms to try silence their largest stakeholder. pic.twitter.com/L60EpgAM4k
Just look at the depths committed leftists will go to in order to continue and increase their control over information.
I have little faith that Elon will succeed here despite all of the normal, sane world implications of major financial transactions and all of the outcomes and legal obligations that assumes.
The fact is he has clearly triggered the Democrats and they are treating this as an end of world battle. Also, the rule of law in this country is largely dead when it comes to accountability for those on the left that are in power. I think all of the normal legal repercussions that would/could happen to Twitter if they violate a bunch of precedent here won't matter.
That's my very pessimistic take on the general state of things though. I would love to be utterly wrong.
The fact is he has clearly triggered the Democrats and they are treating this as an end of world battle. Also, the rule of law in this country is largely dead when it comes to accountability for those on the left that are in power. I think all of the normal legal repercussions that would/could happen to Twitter if they violate a bunch of precedent here won't matter.
That's my very pessimistic take on the general state of things though. I would love to be utterly wrong.
Faustus said:Why not the NSA, FBI, U.S. Marshals, or Secret Service? Just curious on why you settled on the CIA as the agency that provides the Twitter moderation that's so infuriating.BAP Enthusiast said:aggie93 said:
This makes a LOT of sense as to why the Board is willing to go down in flames to stop Musk from buying Twitter. Their fear of being sued for fiduciary issues may pale in comparison to what might happen when Elon gets his own people in there to look under all the covers. The rabbit hole is likely very, very deep.Hi @elonmusk, have you considered that Twitter is blocking your offer because they are afraid you’d obtain documents proving they shadow ban and censor, which would contradict sworn testimony made before Congress?
— Cernovich (@Cernovich) April 15, 2022
This could be an Enron type scenario you’ve uncovered.
Twitter is basically a CIA run operation at this point, this is why they will never allow it to fall into the hands of someone like Musk. I believe the reality is probably much worse than Mike Cernovich is saying here.
Because the CIA is the primary globalist intelligence agency that has been well known to manipulate social media in foreign countries and has by far the most experience at these kinds of things.
The insane response to @elonmusk's proposal to buy Twitter at a significant premium proves that he isn't acquiring a private company, he's acquiring a global government censorship engine.
— Sean Davis (@seanmdav) April 14, 2022
Capitalists don't turn down $10 billion in free money. Only totalitarians would do that.
Keegan99 said:
The internal communications about the Hunter Biden laptop story would be fascinating. As well as the communications about the story with government and other tech companies.
I would bet they are already deleting records and wiping tracks. Unfortunately this takeover will likely be dragged out more than people think. The leftist Indian lawyer Vijaya is prob scrambling to clean house.
What Elon Musk has effectively done is completely expose the truth behind Twitter and and his other social media outfits. They can't run back in front of converse again and act like they are so neutral and they're fair and balanced and the reactions to what he was trying to do completely pull the curtain back there's no hiding anymore there's no way to parse words around the drastic measures they took and the verbal public reactions they made on their own platform. You would have thought they were at ground zero Hiroshima the way they were freaking out.
Musk has half the battle won already. And if by chance Musk ends up with Twitter just watch how fast congress snatches Sec230 out from under social media platforms.
Musk has half the battle won already. And if by chance Musk ends up with Twitter just watch how fast congress snatches Sec230 out from under social media platforms.
People sleep peaceably in their beds at night only because hard men stand ready to do violence on their behalf.
The twitter masses won't care. Addicts aren't concerned with the evils behind the delivery of their drugs. They only care that they're able to get their next fix.
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agent-maroon said:
The twitter masses won't care. Addicts aren't concerned with the evils behind the delivery of their drugs. They only care that they're able to get their next fix.
Peter Thiel has entered the chat.will25u said:
https://nypost.com/2022/04/15/elon-musk-considers-bringing-in-partners-on-twitter-bid-sources/
Elon Musk considering bringing in partners on Twitter bid, sources say
agent-maroon said:
The twitter masses won't care. Addicts aren't concerned with the evils behind the delivery of their drugs. They only care that they're able to get their next fix.
And even if lefties quit, what are they gonna do, go start another one called "Truth"…
At that point the left loses and the narrative will no longer be controlled by them.
I keep reading how $54.20 undervalues twitter. It would take a hundred years at their current rate to even get close to paying it back. As one poster noted, they have only a brief spike above $54 and otherwise are trading at IPO levels in 2013.
So can the board really think or prove it is not a good offer? If it was a bad offer, why isn't their stock already that high?
So can the board really think or prove it is not a good offer? If it was a bad offer, why isn't their stock already that high?
I legitimately think this is the start of something massive in the US. Whether its for the better or not is yet to be seen. The curtain has been pulled back, but it is still a massive uphill battle obviously.
On that note, how much security does elon have? I've been watching space x videos and his security wasn't readily visible. Could be they dont hover while in space x controlled areas, but some of the stuff I watched wasn't necessarily behind the gates, so to speak.
I understand he is the richest man in the world and has a LOT of stroke, but upsetting th apple cart for others that have a whole lot of power is certainly hazardous to your health.
On that note, how much security does elon have? I've been watching space x videos and his security wasn't readily visible. Could be they dont hover while in space x controlled areas, but some of the stuff I watched wasn't necessarily behind the gates, so to speak.
I understand he is the richest man in the world and has a LOT of stroke, but upsetting th apple cart for others that have a whole lot of power is certainly hazardous to your health.
Simply gaslighting by the left. It's what they do.Premium said:
I keep reading how $54.20 undervalues twitter. It would take a hundred years at their current rate to even get close to paying it back. As one poster noted, they have only a brief spike above $54 and otherwise are trading at IPO levels in 2013.
So can the board really think or prove it is not a good offer? If it was a bad offer, why isn't their stock already that high?
Johnny04 said:Peter Thiel has entered the chat.will25u said:
https://nypost.com/2022/04/15/elon-musk-considers-bringing-in-partners-on-twitter-bid-sources/
Elon Musk considering bringing in partners on Twitter bid, sources say
How many heads will be left to explode?
You can pay people enough to come up with anything you want in an evaluation and/or financial analysis, just like in every other sector of life, id imagine.
Sea Speed said:
I legitimately think this is the start of something massive in the US. Whether its for the better or not is yet to be seen. The curtain has been pulled back, but it is still a massive uphill battle obviously.
On that note, how much security does elon have? I've been watching space x videos and his security wasn't readily visible. Could be they dont hover while in space x controlled areas, but some of the stuff I watched wasn't necessarily behind the gates, so to speak.
I understand he is the richest man in the world and has a LOT of stroke, but upsetting th apple cart for others that have a whole lot of power is certainly hazardous to your health.
He's usually with 2-3 bodyguards if not in a controlled environment.
This whole thing IS quite the financial conundrum for Twitter's board. Leftist's/Dem/Progressive's NEVER have an issue screwing over everyone else, and in fact, look forward to doing exactly that if there's a target that has wrong think.fixer said:
Just look at the depths committed leftists will go to in order to continue and increase their control over information.
However, when the Borg (Democrats) have an opportunity to enrich themselves while following their fiduciary responsibilities but that decision goes against their Maoists principles and those of their benighted followers, then they have a problem.
It's wonderful.
That's a funny way of spelling Larry Ellison.Johnny04 said:Peter Thiel has entered the chat.will25u said:
https://nypost.com/2022/04/15/elon-musk-considers-bringing-in-partners-on-twitter-bid-sources/
Elon Musk considering bringing in partners on Twitter bid, sources say
Thiel doesn't have the assets to make a substantial dent in the purchase price of Twitter. Ellison on the other hand.
Premium said:
I keep reading how $54.20 undervalues twitter. It would take a hundred years at their current rate to even get close to paying it back. As one poster noted, they have only a brief spike above $54 and otherwise are trading at IPO levels in 2013.
So can the board really think or prove it is not a good offer? If it was a bad offer, why isn't their stock already that high?
They've only twice exceeded the Musk' offer since their ipo. Financially speaking, they are garbage and always have been. The total return since the ipo, in 2011, is around 12%.
You could have done as well in a long term CD.
If you assume a negative impact to the stock based upon unwillingness to take good returns and it drops to below pre-Musk investment levels at $30/share, you're talking about needing an 8% annualized return over the course of the next 8 years just to get to where you are today.Premium said:
I keep reading how $54.20 undervalues twitter. It would take a hundred years at their current rate to even get close to paying it back. As one poster noted, they have only a brief spike above $54 and otherwise are trading at IPO levels in 2013.
So can the board really think or prove it is not a good offer? If it was a bad offer, why isn't their stock already that high?
There's no financial basis for rejecting the offer. It's absurd.
Thanks for the breakdown.BusterAg said:Yeah, lets just throw out some round numbers for an example. Again, most of this is speculation until I read the rights agreement, but this will give a better idea of what is going on.hph6203 said:
In short, no one with options gets diluted and anyone without options gets diluted, correct? I imagine if the options are non-transferable the stock price will take a minor hit based upon the unlikely scenario that Elon actually purposely steps in the trap for the giggles. I don't see how it causes a major reduction of the stock other than the perception that Elon won't be buying Twitter or that the company is more concerned with control than profits.
Say the offer is for $50, and there are 100 shares outstanding.
Elon buys 15 shares, and triggers the Rights Plan.
Now, the other 85 shares get granted options. Lets say that they have a strike price of $25, and each shareholder gets two of them.
If all 85 shareholders exercise their options, they pay $50 ($25/option x 2 options), and now they own 3 shares each. That is 85 * 3 + Elon's 15 = 270 shares outstanding.
Now, Elon has 15 / 270 ownership, or 5.5% ownership.
The price of the stock would drop to $25.01 or less for quite a while as people unloaded their options. If the price goes to $25.01, you have a penny arbitrage opportunity, which you take.
But, the hitch is, I have no idea how many options are granted under the rights plan. It could be pretty diabolical, like granting new rights to everyone but the trigger man every month.
That said, TWTR is playing chicken with a crazy ass billionaire. He might trigger it just to cause a panic. Even more likely, he could threaten to trigger it, and start acquiring right up until he hits 14.99% ownership. It's mutually assured destruction, not only for the board, but for every single owner of TWTR. The price immediately drops to the strike price of the options, and stays there.
It would be HILAREOUS if Musk kept the entire shareholder base in a constant state of panic by selling two or three hundred shares with one broker, and then buying 100 shares with another broker. Just nasty.
The kicker is how many people or funds exercise their options?
Among the latter, under pretence of governing they have divided their nations into two classes, wolves and sheep.”
Thomas Jefferson, Letter to Edward Carrington, January 16, 1787
Thomas Jefferson, Letter to Edward Carrington, January 16, 1787
Everyone. That's not a choice, it's a mandate.
So could 10 of Elon's friends sit on the sideline with $1Billion in stock - 5% or so each… and then let Elon trigger the poison pill allowing them to buy at half price. So Elon will cut his value to 7.5% but his 10 friends nearly double their positions at half price. Net they would then own over 50%. All at a lower valuation than $43 Billion.
I think Elon would purposely lose $2 Billon to blow it up. And if coordinated well, he could very well be left standing with owning the company.
I think Elon would purposely lose $2 Billon to blow it up. And if coordinated well, he could very well be left standing with owning the company.