Elon makes all-cash offer to take Twitter private

339,988 Views | 2827 Replies | Last: 1 day ago by samurai_science
Hydrocele_aggie
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hph6203 said:

There's a large gap between Warren Buffet and a person suggesting that Elon getting another person to trigger the option issuance and buying the company at a discount. It is a fundamental lack of understanding of the mechanisms at play.


So in an arena where insider trading it rampant and back door deals are done all the time it's out of the realm of possibility? Look at our government officials
aggiedata
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AG
Solid point

aggiedata
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AG
This is far from over.

MarkTwain
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Look closely at that board member list and what do you see?

Musk has an ally in there laying in the weeds.

Silver Lake Partners, was planning to co-invest with him in 2018 when he was considering taking Tesla private.

Silver Lake's Co-CEO Egon Durban is on that Twitter board member list.

Hmmm
“Never argue with stupid people, they will drag you down to their level and then beat you with experience" - Mark Twain
hph6203
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AG
Share price is not company value.

A $1000 company with 5 shares would have a share price of $200.

A $1000 company with 10 shares would have a share price of $100.

They are both $1000 companies.

The poison pill reduces the stock price by effectively issuing stock to non-Elon investors.


$1000 company 100 shares outstanding. $10 a share. Elon buys 15 shares. 85 shares owned by other individuals. Twitter (effectively) issues 85 shares for each share owned by the other owners, Elon gets none. There are now 85 original shares, 85 new shares, and Elon's 15 shares. That's 185 shares. The company is still worth $1000. The share price is now 5.40. The totality of the company is not 54% the cost pre-triggering event.

Pre-Event:
Value: $1000
Shares: 100
Share price:
Elon: 14 shares
Elon value: 140
Value remaining shares: 860

Post event
Value: $1000
Shares: 185
Share price: 5.40
Elon ownership: 15 shares
Elon value: 81 (with one more share than previous)
Value remaining shares: 909

Value for Elon to buy to own 100% increases from 860 to 909.


That's an oversimplification, but it illustrates what's happening to drive the share price down. It is not a "can he get someone to do it" bad idea, it's a bad idea in that it does not do what the person thinks it does.
Ag87H2O
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AG
aggiedata said:

Solid point


Man, the libs sure love to play around with other peoples' money. That board should be fired en masse today.
aggiehawg
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AG
Quote:

Man, the libs sure love to play around with other peoples' money. That board should be fired en masse today.
At least some of them should have skin in the game.
aTmAg
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AG
Do people really put "MBA" after their name?

And I thought PhDs that demanded to be called "doctor" were hilariously obnoxious.
Womackster
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AG
aTmAg said:

Do people really put "MBA" after their name?

And I thought PhDs that demanded to be called "doctor" were hilariously obnoxious.


And why shouldn't they?

Womackster, M.S.
BQ78
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AG
Yes,

BQ78, MBA
Showertime at the Bidens
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BLH, pre board certified massage therapist
fburgtx
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The guy is worth $260 billion. At the risk of losing a "paltry" $2-$3 billion (if his share value gets cut in half), he can royally SCREW Twitter for the next 10 years.

Continued "talk" about Musk could drag share price back down to the $30's. He THEN buys up enough to trigger the "poison pill", and share price is dropped to high teens.

Again, if YOU had, say, $260k in the bank, and for the "low" price of $2-$3k could screw over an enemy (legally) for the next 10 years, would you do it??

(Hint: Folks spend WAY more than 1% of their net worth, all over this country, every year, taking legal action against neighbors/former spouses/business partners/etc....)

This "action" doesn't even include the wave of lawsuits that will be filed against Twitter forcing them to explain why selling for $54.20 a share would have been worse than watching the share price drop to $15-$20 a share...
Demosthenes81
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aTmAg said:

Do people really put "MBA" after their name?

And I thought PhDs that demanded to be called "doctor" were hilariously obnoxious.


Only the ones with small….
Seven and three are ten, not only now, but forever. There has never been a time when seven and three were not ten, nor will there ever be a time when they are not ten. Therefore, I have said that the truth of number is incorruptible and common to all who think. — St. Augustine
TRADUCTOR
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sicandtiredTXN said:

Look closely at that board member list and what do you see?

Musk has an ally in there laying in the weeds.

Silver Lake Partners, was planning to co-invest with him in 2018 when he was considering taking Tesla private.

Silver Lake's Co-CEO Egon Durban is on that Twitter board member list.

Hmmm


Elon has been projecting every move and everyone acts surprised. I think sic has just revealed the plan 'B'
hph6203
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AG
The stock price is not dropping back to pre-investment levels until Elon exits the field. He has an offer of 54.20 per share that is being considered. He's not the only investor sniffing around. It's not dropping to $30 per share. Even if it did, and he then triggered the issuance that would lower the stock price and then in 6 months the board can recommend a 1 for 2 reverse stock split and raise the stock price back up.


ETA: Watch this video. He explains it fairly well, but where he gets it wrong is when he says "I might be wrong about this." He is making assumptions about the strike price and the issuance of stock and didn't appropriately calculate the purchase price relative to the dilution. The value of Elon's dilution is distributed to the other shareholders.



Here is a Harvard Business paper about a takeover attempt back in 2004 by Oracle of PeopleSoft. The triggering event did not happen, but it is an example of the mechanisms:

Quote:

In the case of PeopleSoft's pill, if Oracle crossed the 20% trigger threshold (a so-called "Trigger Event" in pill-speak), all other PeopleSoft shareholders would have had the right to buy $380 worth of PeopleSoft stock (valued at the average trading price for the thirty trading days prior to the Trigger Event) by paying $190 cash to PeopleSoft, for each share of PeopleSoft previously held (a "Pill Exercise").

It is well-known in corporate law that a poison pill has never been deliberately triggered so as to unleash its full dilutive impact on the bidder.4 For this reason an actual Trigger Event would be uncharted territory. But consider hypothetically how a deliberate pill trigger would have played out in the Oracle-PeopleSoft context. PeopleSoft's average price for the 30 trading days prior to October 1, 2004 was $18.54. Normally the process of buying sufficient shares to trigger a pill would push the trading price up further, but in this case the share price already reflected the fact that PeopleSoft was in play. Therefore we can assume, as a rough approximation, that Oracle could have acquired its 20% stake in PeopleSoft (=73.0 million shares) at $18.54 per share, or $1.35 billion total.
The pill is triggered. If PeopleSoft does nothing (more on this below), the rights become exercisable after ten days, and all shareholders other than Oracle can pay $190 cash to PeopleSoft and receive PeopleSoft shares worth $380. If all eligible PeopleSoft shareholders exercised these rights, and using October 1, 2004 as the pill trigger date, PeopleSoft shareholders would have paid $55.5 billion in cash and received back 6.0 billion new PeopleSoft shares.

The issuance of 6.0 billion new PeopleSoft shares would dilute Oracle's previous 20% stake down to 1.1%. The value of Oracle's stake would drop from $1.35 billion to $715 million, or a $638 million loss for Oracle. All other PeopleSoft shareholders would share pro rata in the $638 million, assuming that they exercised their deep-in-the-money options.


The above example is an extreme, because the pill was designed in 1994, but the date of takeover attempt was in 2004, and the terms of the pill were never changed.


50% dilution for Elon is an assumption, they can dilute him more and the payoff to the present investors is extracting the value from Elon for themselves if they exercise their options. They will. It's free money. Even if they can't afford it themselves a bank will surely lend it to them. Again, it's guaranteed returns.
ravingfans
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Rockdoc said:

will25u said:



Where did this idiot come from anyway? Elon will change that culture faster than they change Biden's diaper.


Apparently they don't change Ole poopy pants duds all that often...
aTm2004
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AG
Nm. Already posted.
BMX Bandit
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77 shares? Huh?

ravingfans
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BusterAg said:

Swan Song said:

I'm wondering how many libs are embarrassed to drive their Teslas right about now.
I was just telling my wife that now would be a great time to start searching for a used one on autotrader, but it will be a ***** to drive it back 250 miles at a time from SF.


Put it on a trailer and tow it home behind your SuperDuty diesel...
Sea Speed
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BMX Bandit said:

77 shares? Huh?




Hyperbole i do believe.
Showertime at the Bidens
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https://redstate.com/nick-arama/2022/04/15/twitter-board-plays-poison-pill-but-elons-response-shows-hes-all-in-to-win-n551061


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.
Hydrocele_aggie
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Bidens leg hairs said:

https://redstate.com/nick-arama/2022/04/15/twitter-board-plays-poison-pill-but-elons-response-shows-hes-all-in-to-win-n551061


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.


They are not gonna out maneuver musk
Showertime at the Bidens
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The Twitter board is no match for him, but Musk has a lot of dependencies on government subsidies. I'm sure Twitter has some skeletons in their closet too about collusion with the DOJ and the DNC. I'm afraid they're going to come out of the woodwork at Musk from way he never imagined.
Get Off My Lawn
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ravingfans said:

Rockdoc said:

will25u said:



Where did this idiot come from anyway? Elon will change that culture faster than they change Biden's diaper.


Apparently they don't change Ole poopy pants duds all that often...
There's no need to change Twitter's culture - there's a need to amputate the gangrene. Entire departments are irredeemable and should be discarded.
BusterAg
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Bidens leg hairs said:


The Twitter board is no match for him, but Musk has a lot of dependencies on government subsidies. I'm sure Twitter has some skeletons in their closet too about collusion with the DOJ and the DNC. I'm afraid they're going to come out of the woodwork at Musk from way he never imagined.


Tesla no longer gets govmt subs, I thought.
hph6203
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AG
The only "government subsidies" that Tesla receives at the moment of any substance are ZEV credits (zero emission vehicles). They are dollars spent by other auto manufacturers to Tesla to reduce their fleet emissions. Basically an auto manufacturer has a fleet emission requirement for their vehicle sales, because the entirety of Tesla's fleet is zero emissions (as defined by the law, not reality) other manufacturers can pay Tesla to consider their vehicles part of their fleet and reduce their emissions rather than pay government fines. It is not a direct payment from the government.

Tesla is wildly profitable without them and they are currently ramping two new factories to double production. They also make up an ever decreasing proportion of revenue and profits.

I guess you could say that things like property tax exemptions could be utilized against them, but their factories are in Shanghai, Berlin, Texas, New York, Nevada and California and directly attacking factories isn't going to go over well in those communities. I don't foresee China, Texas, Nevada or Germany attacking Musk over trying to acquire Twitter.
texagbeliever
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You do realize that china and Germany both actively engage in censorship (obviously China is way worse). So a platform that goes against that isn't in their best interest politically.
hph6203
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AG
China is so censorious that they don't even allow Twitter in their country, I don't think they're going to care what a platform unavailable I'm their country does.
texagbeliever
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hph6203 said:

China is so censorious that they don't even allow Twitter in their country, I don't think they're going to care what a platform unavailable I'm their country does.


And they definitely don't benefit from preventing narratives like covid19 came from a Chinese lab or anything.
hph6203
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AG
Exactly what penalties do you think would be coming China's way for a lab with international funding, including from the U.S.? The notion that the virus possibly leaked from that lab has been out there since 2 months after initial lockdowns, at least that long, it's talked about on Fox and CNN now. People are not unaware of the possibility/likelihood. The guy who oversaw Reddit just posted yesterday that he believes it. Reddit.

What penalties have happened?
texagbeliever
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You saying that suppressing the truth and calling it a conspiracy had no impact on: lockdowns, presidential election, public opinion, tarrifs/sanctions, etc?

Time is a key part of any outcome. To act like it is irrelevant is ridiculous.
Kenneth_2003
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Bidens leg hairs said:

https://redstate.com/nick-arama/2022/04/15/twitter-board-plays-poison-pill-but-elons-response-shows-hes-all-in-to-win-n551061


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.


Appoint Elon as your proxy. Your broker will send you a letter when a shareholder vote is coming along with instructions for how to cast your vote if your choose to not go to the meeting and how to appoint a proxy.
hph6203
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No. I said China doesn't care about Musk buying Twitter, because Twitter does not operate in China. You said China cares, because the lab leak was suppressed. Leaders in this country were very aware of the possibility of a lab leak and they did nothing. They did not need to be told by Twitter. The lab leak is acknowledged by many people now and zero consequences have been levied against China.

That is not the same thing as saying that topics should be allowed to be discussed, whether factual or not. You have changed the point of discussion mid-discussion. Why does China care if Musk owns Twitter given that Twitter does not operate in China?
ravingfans
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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.






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.


I believe this is closer to the truth than any other explanation on this thread.
MarkTwain
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Musk arouses horror to the left because current Twitter is the credentialed journalist's idea of Utopia. It's a safe space where Donald Trump doesn't exist, everyone with unorthodox thoughts or different from the left narrative is warning-labeled, and the Current Trend Thing is hyped to the moronic max. The activist media dwellers are completely horrified they may have to deal with Trump and his outspoken supporters again on the same platform. I find it hilarious frankly
“Never argue with stupid people, they will drag you down to their level and then beat you with experience" - Mark Twain
 
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