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Elon Musk Offers to Buy Twitter for $43 Billion: ‘Best and Final Offer’

Elon Musk Offers to Buy Twitter for $43 Billion: ‘Best and Final Offer’

“If it is not accepted, I would need to reconsider my position as a shareholder.”

Elon Musk wants to buy Twitter for over $43 billion at $54.20. That’s about $3.20 over the share price:

Bret Taylor
Chairman of the Board,

I invested in Twitter as I believe in its potential to be the platform for free speech around the globe, and I believe free speech is a societal imperative for a functioning democracy.

However, since making my investment I now realize the company will neither thrive nor serve this societal imperative in its current form. Twitter needs to be transformed as a private company.

As a result, I am offering to buy 100% of Twitter for $54.20 per share in cash, a 54% premium over the day before I began investing in Twitter and a 38% premium over the day before my investment was publicly announced. My offer is my best and final offer and if it is not accepted, I would need to reconsider my position as a shareholder.

Twitter has extraordinary potential. I will unlock it.

How does Twitter say no? Twitter shares closed at $45.85 on Wednesday. Shares rose to $51.25 during premarket trading.

“As I indicated this weekend, I believe that the company should be private to go through the changes that need to be made,” stated Musk. “After the past several days of thinking this over, I have decided I want to acquire the company and take it private.”

1. Best and Final:

a. I am not playing the back-and-forth game.
b. I have moved straight to the end.
c. It’s a high price and your shareholders will love it.
d. 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.

i. This is not a threat, it’s simply not a good investment without the changes that need to be made.
ii. And those changes won’t happen without taking the company private.

2. My advisors and my team are available after you get the letter to answer any questions

a. There will be more detail in our public filings. After you receive the letter and review the public filings, your team can call my family office with any questions.

DONATE

Donations tax deductible
to the full extent allowed by law.

Comments

And a glimmer of hope appeared on the horizon.

    healthguyfsu in reply to Wiscer. | April 14, 2022 at 10:14 am

    Information is a war these days.

    Look no further than this awful take on inflation.

    tl;dr version is “Not Biden’s fault and don’t think about it or it will get worse”

    https://thehustle.co/why-thinking-about-inflation-leads-to-more-inflation/?utm_source=pocket-newtab

    They even go on to admit that the American people aren’t fooled at all (only 18% have a favorable view of the economy). They know that this lands squarely on Biden’s spending no matter how much one tries to spin.

      healthguyfsu in reply to healthguyfsu. | April 14, 2022 at 10:15 am

      I stand corrected ONLY 14 PERCENT

        MajorWood in reply to healthguyfsu. | April 18, 2022 at 2:16 pm

        The only deflation that I see is Biden’s approval rating.

        Still trying to sort out how if everything has gone up 10-20% in the course of 6 months that it only works out to an 8.5% annual rate. I guess they hired the same mathematician who said that the cost of a public works project in Portland tripled because the cost of the steel had doubled. No media challenged that statement.

      randian in reply to healthguyfsu. | April 14, 2022 at 7:39 pm

      They know that this lands squarely on Biden’s spending no matter how much one tries to spin.

      The media is doing a bang-up job positioning inflation as a price phenomenon rather than a monetary phenomenon.

Hope yes, but the Left will not allow it. A bidding war may follow with pooled lefty money to keep Twitter the trash site it is.

    Exiliado in reply to Whitewall. | April 14, 2022 at 9:05 am

    I am afraid you are right.
    Elon Musk wants to save the company as the free speech forum hat it should be.
    That’s exactly the same reason why the left, and the corruptocrats poisoning he Conservative side, will move Earth and Heaven to prevent this change.

    PersonofInterests in reply to Whitewall. | April 14, 2022 at 9:37 am

    Musk is worth an estimated $250 Billion and regarded as the present day richest man on the planet. Who else has $43 Billion laying around to challenge him?

    This seems to be his way of restoring First Amendment Rights to many who have been censored for having a different set of opinions and had the nerve to let them be known.

    I imagine that Musk, if successful even via shareholders being forced to sue to Management to accept his offer, will perform a “colon flush” on Twitter to get the liberal Marxist garbage out and then issue a Public Stock Offering upon completion to continue holding a controlling share of stock to ensure there is no slippage. It would prove to be refreshing to see a change like that with the next target being the other to be clean up, i.e., Facebook, Google, Apple.

    This seems to be a way of turning these Woke Companies around for the good of America and the World. Crony Capitalism that effectively renders a company to be an agent of a politicized, weaponized, and corrupt Federal Government like ours to escape accountability ABSOLUTELY MUST CEASE.

      Musk also owns SpaceX, a private-held company. Should SpaceX ever go public, there is no telling how many hundreds of billions of dollars Musk would add to his wealth. This is Musk vs Woke World. He is the guy at the poker table with the biggest pile of chips with plenty more in reserve. If I were Zuckerberg, I would be very worried about what Musk’s buy-out of Twitter means to his empire. Zuck’s FaceBook stock has been taking a pummeling too. The same forces are lined up against him too. Different story since Zuck owns a special class of shares that protect his control and FB is bigger, but the world is no longer his oyster. Life is about to get more difficult for these Masters of the Universe.

      Not that I’m happy to post this but this is the combined wealth of the Rothchilds. THEY are probably the richest source of wealth on Planet Earth, but unfortunately they sit at the top of NWO/Bilderburg/a group that wants to take over the world and do everything “Their Way” and it aint good for anyone else!

      Net Worth in 2021 $480 Billion
      Net Worth in 2020 $475 Billion
      Net Worth in 2000 $350 Billion
      Net Worth in 1970 $125 Billion
      4 more rows•Apr 5, 2022

      Broken record here. Your last paragraph is exactly right. Pay attention to the people on the board of directors at these companies, the trustees at educational institutions, and not just universities. They are the link, where the pressure, both external to cajole a company into moving in a desired direction, and internally to direct the force downward.

      ESG ‘standards’ are the place to watch – they simply do not exist. Yet large corporations are falling all over themselves to comply and spending immense amounts of money to support their ‘development’ with assistance from international environmental, finance/accounting and government/NGO bureaucrats and one-worlders.

    Voyager in reply to Whitewall. | April 14, 2022 at 2:24 pm

    If they do, they lose. Twitter as a trash site is burning itself up. Musk sounds like he wants to make it great again, but if a bunch of hard core censors unite to keep it trash, they will just be throwing their money into a dumpster fire.

    Musk too, is risking his money burning up, but he is trying to put out the fire and make it worth something.

    These other guys are just trying to control what cannot.

    scooterjay in reply to Whitewall. | April 14, 2022 at 4:53 pm

    Musk may inadvertently force the left into fighting a two-front war. That is a death sentence for wokeness.

    Evil Otto in reply to Whitewall. | April 15, 2022 at 6:43 am

    And if they do that and stop Musk from buying it then he’s threatened to dump his stock, causing all of those lefties to lose money as the stock price crashes. Either way he wins.

How does this work? Who gets to accept or refuse? Are the bound to maximize return to investors?

    Massinsanity in reply to Petrushka. | April 14, 2022 at 8:35 am

    The board though I don’t know if Dorsey has a separate class of shares with super voting power that might allow him to block a deal.

    The all time high on the stock is around $79/share so some might argue this is an insufficient premium to the current share price but given that it was $33 as recently as mid March, Musk’s offer is pretty attractive.

      Petrushka in reply to Massinsanity. | April 14, 2022 at 8:54 am

      Stock’s gonna drop if he sells. Is this maneuver legal?

        Yes. He purchased his stake declaring is intentions. Stock soared. Board demonstrated that they will not perform their fiduciary duties of entertaining changes that created the hope that Musk would be good for shareholders. Instead, they try to neutralize him by putting him a box without negotiation. Musk declines their offer and then makes a bonafide offer to buy all shares and is now himself no longer in a mind to negotiate. Final offer.

        In my opinion, the board MUST relent to the inevitable. They can’t win this. They are a demonstrably incompetent board. But there is still room to negotiate and should be appealing to Musk to consider the impact of employees losing their benefits in exchange for a higher bid.

        I’m not a biologist nor lawyer but this is about money for shareholders but creepy politics for the board and management. I see Musk/sharelholder/employee interests lining up pretty well here.

      Dorsey owns the same common shares as everyone else. The all-time high was 80.75 Feb 2021.

      Musk has just boxed Twitter’s board in a corner. He clearly demonstrated that what he is offering is in the best interest of the shareholders. However, $54.20/share is a low bid. The best the board can do now is to negotiate, something they refused to do before. Instead, they tried to sucker Musk into a board membership that would have locked him into a box. So he flips the table and now Twitter is facing elimination by the market.

      Almost everything is in Musk’s favor. If some woke fools with money try to get into a bidding war, Musk can blow them up by selling. And then buying the shares back at the bottom whence the shares shoot right back up. This would further cement his original buyout offer as being in the best interests of the shareholders.

      Keep in mind that management and most of the employees hold substantial positions of restricted shares and options and most of which were under water only a few days ago. Reject this deal outright and they are just working for a salary again and for a company that could very well go out of business. That MUST be a key component to Musk’s strategy. Woke as they may be, no one just walks away from that much financial independence on principal. Money talks.

      If the board buckles completely, Musk takes Twitter private which means the board is gone. So would top management. Below that, it seems to me Musk needs to offer something to essential employees. Maybe guarantee performance on their now worthless restricted shares in exchange for their staying on and if they do well, continued employment. Remember, there will almost certainly be an IPO once things are fixed and their hopes and dreams and not necessarily being quashed.

      Their best tactic would be to offer to negotiate a better deal. It would be in everyone’s interests for Musk to back down on his threat to not negotiate. This is where he could win over most of the employees and key management that he needs. A higher price wouldn’t hurt either given how under-priced Twitter relative to its true current and future value.

      Other than that, the board doesn’t have much leverage that I can see other than engaging in lawsuits and turning it into a bloody hostile takeover hoping to buy time.

      This is probably the clearest case of a constructive takeover I’ve ever seen. The only reason it is hostile is because the board and management refuse to manage the company properly. Woke-ism, despite its childishly naive noble ideals, is not a business model. Owning shares of a company is not akin to voting your politics. You do that in a voting booth. It certainly isn’t about creating a monopoly to crap all over your customers and shareholders. Stock ownership is about making money. Period.

      I can’t wait to see the board’s response to this. Plan A has already blown up in their faces and Musk seems to be in a hurry.

      Lucifer Morningstar in reply to Massinsanity. | April 14, 2022 at 10:51 am

      The board . . .

      No, the stockholders get to vote. And since the stock is sold on the public exchange I would assume that would be anyone who owns Twitter stock & decides to vote their shares in this matter.

        Stockholders do NOT get to vote unless the Board approves presenting the offer to them. Shareholders elect Directors to represent their interests. Of course, there would be a huge class action suit against the Board for breach of fiduciary duty if they do not at a minimum try to get a higher price from someone else, or Musk, and, failing that, presenting the offer to shareholders. The $80 all time high is largely irrelevant, but not the premium to recent trading prices. I could list several solid companies that sold at 4 times recent prices in 2020. In fact, the catastrophic decline in many NASDAQ stocks has to be giving many Boards nightmares over the possibility of offers that would be a major premium to the current price and would get what is known as a Fairness Opinion that the offer is fair (but not remotely close to the 2020 high).

          In Twitter’s case, their business fundamentals diminished since their stock price hit its high last year. I don’t know what fair takeover price for Twitter should be but $54.20 sounds a little low based on the likelihood that Musk would turn that around quickly. Musk re-opening the platform to free speech would greatly improve their profits. But I don’t see a premium above $80 (or even near $80) to be even reasonable. Nor necessary given the likelihood of a counter-bed being very low. It is more about winning over the shareholders and employees and against management and board who are completely focused on their woke politics. Taking Twitter private changes everything concerning the employee restricted stock shares.

          Lucifer Morningstar in reply to jb4. | April 14, 2022 at 5:39 pm

          And I really wonder how long the current slate of Directors on The Board would remain on The Board if they refused to allow this proposal to be voted on by the shareholders. Not long I would imagine. Not long at all.

          Also, this isn’t 2020, it’s 2022 and if you missed the 2020 high then it’s too late to think you’ll get it 2 years later in some buyout offer.

          diver64 in reply to jb4. | April 15, 2022 at 3:32 am

          Musk can go direct to the shareholders since it is a public company and force a vote. By suing if necessary since the offer is over the existing share price. The stock price in the past is interesting but not necessarily relevant unless the Board can somehow show the current downward price is a blip and there are firm forecasts of a return to the stock high but that is a tough road.

    Steven Brizel in reply to Petrushka. | April 14, 2022 at 9:21 am

    Go Elon Go! The First Amendment is at stake!

This is not an offer to buy a company. It’s a declaration of war.

The left will desperately try to block it solely on the grounds that Musk is not woke. (Though they won’t put it that way. They’ll start by calling him a racist).

If they fail to block it, there will be a movement to bully twitter employees into quitting in protest. But they need jobs just like everyone else, so the most committed leftists among them will, instead, agitate for all manner of sabotage.

I can’t possibly have enough popcorn.

E Howard Hunt | April 14, 2022 at 9:10 am

He’s starting to look like Bruce Jenner did after he started his hormone therapy.

    healthguyfsu in reply to E Howard Hunt. | April 14, 2022 at 10:02 am

    triggered

    Observer in reply to E Howard Hunt. | April 14, 2022 at 3:19 pm

    At least Musk believes in free speech, and is walking the walk. Imagine how much damage a guy like this could do if he had, say, the values of somebody like George Soros.

    Be glad Musk is on the right side in this fight.

      henrybowman in reply to Observer. | April 14, 2022 at 3:38 pm

      Yup.
      The thing about Musk is that his pot of fuck-you money exceeds the GNP of most sovereign nations.
      It is only by grace and good luck that he is on the side of freedom here, given that most aging uber-wealthy capitalists develop spongebrain over socialist philanthropies.
      At least we think he’s on our side.
      Alternatively, he may be in the market for the ultimate election-rigging tool.

I sensed a great disturbance in the verse. Like a million liberal voices suddenly cried out in terror but were then overpowered by a multitude of free thinking individuals finally allowed to tweet.

Score one for Pasadena Phil over me.

I did not think Musk would look to make this move with all of his other ventures but Twitter is pretty important to him if you follow his account.

I think he gets the importance of social sentiment in creating a healthy environment for the freedom to drive innovations and advances like those that he strives to introduce.

    I think Musk is wrongly perceived as as being a lone wolf genius billionaire who acts on impulse. He is like Trump in a lot of ways. One of them is he uses his image of being eccentric and impulsive to lure his opponents into traps. He clearly has very smart legal people on his team, not just great engineers.

AnAdultInDiapers | April 14, 2022 at 11:19 am

Potential poison purchase: Twitter is deeply vulnerable to any shift in Section 230 (of the Communications Decency Act) protections.

Would Congress sacrifice Facebook to stop Twitter moving away from being a monoculture echo chamber? Maybe.

My worry is not that he might buy it, I think he can work it so they have little to no choice if that’s what he really wants to do. However, he does NOT control all of the infrastructure that the company needs to work.

He does not control the server, Twatter uses AWS. I seem to remember Amazon kicking another free-speech social media outfit not too long ago, with practically no notice.

He also does not control the distribution of the app. Sure, it comes on all current cellphones, but apple and google control their app stores and all of that stuff auto-updates. They have already shown they will pull an app that offers the possibility of free speech off and that also includes poisoning the app on any device that has auto updating enabled. They did it to Parler right before Amazon gave it the coup de grace by pulling their hosting.

    Yes, Gab actually pointed all that out to him if he didn’t already know (and he may not have). https://twitter.com/getongab/status/1514578527592529920

    Edit to add: I did rejoin Twitter after quitting after years of personally being shadowbanned and harassed, the final straw for me was the banning of President Trump, who was at the time still the duly-elected, sitting president of these United States. So I quit, deleted my account, and have been social media couch hopping ever since. Anyway, I’m not “on” Twitter so much as lurking to see what’s going on (they’ve started making it so that non-Twitter users can’t see content anymore and get spun to the “wanna know more, join now” . . . a sure sign they are in dire financial straights).

      henrybowman in reply to Fuzzy Slippers. | April 14, 2022 at 3:44 pm

      I don’t have an account and never have. But I’ve found that if you religiously delete all cookies from twit* every time that crap starts, they eventually lose interest in you and let you read whatever you want. I have to redo the exercise every three or four months or so, but I always reach a state of accommodation. Doesn’t work on my phone, unfortunately, since cookie erasure on iOS is all or nothing.

      healthguyfsu in reply to Fuzzy Slippers. | April 14, 2022 at 4:42 pm

      Fuzzy, you can still see content and here’s how.

      You get the want to know more that says log in/sign up. Click log in then close the window.

      I do it all the time after losing my lurk privileges for speaking up against stupidity.

    I don’t know the inner workings of web platforms but I really doubt Musk is winging this. I strongly believe that are other pieces that have yet to be put in play. There are other competing services that do have the infrastructure who would welcome Musk’s company. A lot of the traffic flow that would inundate a new Twitter have already fled to Rumble, Gab and other platforms. Heck Trump’s platform will be coming online soon as well. Rumble is already open to all opinions and doesn’t censor. Were Twitter to go dark for a little while, where would all of the wokesters go? So much for their infrastructure. Maybe LIF will make their platform available to Musk? Talk about a “Drudge avalanche” !

      Phil, Trump’s platform has been online since February. It’s not doing well. As to where would Twits go? Apparently they are thinking of going to MySpace. Bizarre.

        The problem is that up to now, Twitter is an essential tool just because of their scale. But they have been booting off so many people, even lefties, that other platforms have appeared but the left still dominates the space. Once that changes, it’s a brand new game. The infrastructure is there but not necessarily under the control of Twitter itself.

        I expect other players will surface and they will catch everyone by surprise. One of them might be Jack Dorsey himself teaming up with Musk to salvage his pride and joy. He voiced his embarrassment at having contributed to the present sad state of Twitter and no one knows more about how Twitter works. As the second biggest shareholder, he has a serious financial interest in preventing the wokesters from destroying the company.

        There could be other presently silent partners ready to step up too. Maybe the plan is for the board to reveal their plan B so as to commit their big guns against an enemy they don’t see yet? Keep in mind that Musk said that his offer is HIS final offer. Should they reject it, stock will plummet until Musk responds to shareholders, especially the board and their management team, freshly frightened at watching how little support they will get from the market for their position. Taking the company private was also a major FU by Musk to the SEC. They are setting themselves up for a major shareholder revolt involving lawsuits and proxy wars to remove them. Just my opinion.

        This is the “Clash of the Titans” trying to fend off the Olympians. We haven’t seen the rest of the Olympians yet. In Greek myth, the Olympians defeated the Titans.

          Well, no, @jack is not about to get on board with anything Musk is doing. You know that makes no sense, right?

          I don’t know what is going to happen, but I am popping popcorn by the box and can’t wait to find out!

          Correction:

          “There could be other presently silent partners ready to step up too. Maybe the plan is for the board to reveal their plan B so as to commit their big guns against they they see which is Musk and only Musk. They are not likely ready for another big player, especially Dorsey.

          @Fuzzy. Why does that make no sense? This is the second time Dorsey walks away from Twitter. This time he left ashamed of what he created. He is the second largest shareholder. He welcomed Musk as the new largest shareholder. It would help solve all of their problems. I believe Dorsey would prefer a free speech platform and who probably have little pity for the board or management.

          BTW, aren’t you the weekend editor? Stay in your lane! Let me talk to your supervisor.

      henrybowman in reply to Pasadena Phil. | April 14, 2022 at 3:45 pm

      “Were Twitter to go dark for a little while, where would all of the wokesters go?”
      Hopefully, Cuba.

Thinking more about this, Musk will probably need to clean house.

He will have a bunch of die hard left cultists that will want to sabotage for their perception of the greater good.

    healthguyfsu in reply to healthguyfsu. | April 14, 2022 at 12:44 pm

    *contingent on if it happens

    randian in reply to healthguyfsu. | April 14, 2022 at 7:56 pm

    He will have a bunch of die hard left cultists that will want to sabotage for their perception of the greater good

    Every line of code will have to be inspected by outsiders for newly-inserted back doors and crashing bugs.

The Saudi Prince who apparently holds the largest stake (did you know a Saudi Prince holds the largest stake in Twitter?) has rejected Elon’s bid.

https://finance.yahoo.com/news/saudi-prince-alwaleed-bin-talal-161050492.html

    Peabody in reply to Wisewerds. | April 14, 2022 at 2:25 pm

    What business does a POS Muslim in Saudi Arabia have trying to control free speech in America?

    healthguyfsu in reply to Wisewerds. | April 14, 2022 at 4:39 pm

    He doesn’t hold the largest stake…he holds one of the larger stakes. Musk is definitely the largest stakeholder by several points.

    randian in reply to Wisewerds. | April 14, 2022 at 7:58 pm

    That Saudi is irrelevant. If the board approves the offer and the other shareholders outvote him he has no choice but to sell his shares to Musk. If Musk goes for a hostile takeover, he only needs 50.1% of outstanding shares, so again Alwaleed’s refusal to sell doesn’t matter.

Juris Doctor | April 14, 2022 at 2:43 pm

Twitter is currently trading at about $45 a share so Musk’s offer of $54.20 a share is very generous.

    He should be in there right now nibbling away to build his position on the cheap. The more shares he owns, the tighter the noose

    Peabody in reply to Juris Doctor. | April 14, 2022 at 3:41 pm

    That’s a generous offer, but it’s not always about the money.

    Dr. Strangelove: It’s not always about the money Spider-Man

    Spiderman: It’s about the METS, baby! Love the Mets, alright baby, let’s go, get a home run, baby! Love the Mets! Let’s go Mets!

    Change Mets to free speech.

if it is not accepted, I would need to reconsider my position as a shareholder

I don’t know why he said this. Given Twitter’s politics they’d unquestionably reject the offer if that’s all it takes to get Musk to abandon his stock position.

    Barry in reply to randian. | April 14, 2022 at 10:53 pm

    What happens if Elon sales his shares? All at once?

    Now you know why he said it.

    Ironclaw in reply to randian. | April 15, 2022 at 12:12 am

    Do you really think they want him dumping almost 10% of the company’s shares on the market all at once? That would massacre the share value.