Twitter board adopts poison pill after Musk’s $43B bid to buy company • Hacker News Board

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#251

Post by kolbe » Fri, Apr 15, 2022, 10:05 PM UTC

IMTDb wrote: post #203

ameister14 wrote: post #158

Earlier quoted context omitted.

>I don’t understand how any board can implement a “poison pill”, not just Twitter but Netflix and others, and not be found working against the interest of shareholders. Can anyone help me understand? So let's say you put in a shareholder rights plan that allows all current shareholders to buy 10 new, discounted shares whenever a new shareholder reaches 20% ownership and for every share they buy from then on. That eff…

> That's not always legal, but it would help the interests of shareholders. Except the guy at 19.9% trying to move up. Considering he has already invested quite a lot of money on the company, shouldn't the board also work for him ? Why should he be treated differently and his share give him different "rights" than others people share ?

You are digging in the wrong sandbox if your goal is to find ethical behavior.

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#252

Post by mym1990 » Fri, Apr 15, 2022, 10:07 PM UTC

Nextgrid wrote: post #171

computerdork wrote: post #124

First off, I should say I think Elon is the man. What he's been doing at "engineering" companies is of course absolutely incredible (go Starship!). But not so sure he should be mucking around with a social-networking/media company, in which messy social and legal rules are even more important than the technologies themselves. Yeah, his idea that free speech should be the overriding principle is at it's heart true, bu…

I don't believe in nor really care about his points regarding "free speech" (whatever that even means, considering everyone has a different concept of it). However I believe the current model of social media being funded by "engagement" has peaked, is hard to grow in a world already saturated by advertising, and is at risk from privacy & pro-consumer legislation slowly being enacted around the world. I just don't see…

You would be surprised, Instagram is showing pretty dramatic revenue growth over the past 4 years and it doesn't seem to be slowing down. Global expansion into developing markets will continue to fuel that 'funding' for social media companies. On the ad side, humans seem to be pretty ok with buying more and more and more stuff.

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#253

Post by rosndo » Fri, Apr 15, 2022, 10:07 PM UTC

kolbe wrote: post #247

rosndo wrote: post #226

Earlier quoted context omitted.

An ETF isn’t going to “accidentally” exceed 15% ownership of Twitter. Seriously, do you think funds playing with the kind of money to buy 15% of twitter often make careless purchases? >Edit: Also, if Elon is reading this, I'll happily buy 14.9% of twitter, and vote as part of your block. Just pay me enough to cover the sale and taxes, plus 1%. Such an arrangement would make Elon the beneficial owner of your shares.

Barclay's literally forgot to register with the SEC to be allowed to issue securities, then issued $15bn of them over the course of years, and lost $600m as a result. If you think "funds with this kind of money" are any better than a pack of chimps, then you should direct that "seriously" back at yourself. https://www.bloomberg.com/opinion/articles/2022-03-28/barcla...

Just because one tiny fund screwed up once does not mean that it is anywhere near likely that any ETF would screw up in a manner that would trigger this poison pill.

$15bn is tiny, presumably we’re talking about big ETFs like SPY here.

And anyway, you’re pretty much agreeing with me. It’s absolutely possible for a big fund to make a huge and hilariously stupid mistake, but this twitter poison pill does not meaningfully affect the chances of that happening.

In a world where you can shoot yourself in the foot in a million ways, it is utterly pointless to speculate about this one extraordinarily unlikely situation.

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#254

Post by epicureanideal » Fri, Apr 15, 2022, 10:07 PM UTC

mike_d wrote: post #239

hedora wrote: post #161

Earlier quoted context omitted.

Wait, if some ETF accidentally exceeds 15%, then what? First of all, that'll screw over a bunch of small investors, right? Second, could Elon swoop in at that point? Edit: Also, if Elon is reading this, I'll happily buy 14.9% of twitter, and vote as part of your block. Just pay me enough to cover the sale and taxes, plus 1%.

> Edit: Also, if Elon is reading this, I'll happily buy 14.9% of twitter, and vote as part of your block. Just pay me enough to cover the sale and taxes, plus 1%. You might want to speak with a lawyer who is familiar with inchoate crime. What you publicly proposed to Elon is a crime, since you intend to conceal beneficial ownership of shares.

Yet another example of something that many people wouldn’t think would be a crime, but would send them to prison for decades!

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#255

Post by computerdork » Fri, Apr 15, 2022, 10:08 PM UTC

politician wrote: post #190

computerdork wrote: post #124

First off, I should say I think Elon is the man. What he's been doing at "engineering" companies is of course absolutely incredible (go Starship!). But not so sure he should be mucking around with a social-networking/media company, in which messy social and legal rules are even more important than the technologies themselves. Yeah, his idea that free speech should be the overriding principle is at it's heart true, bu…

Counterpoint: Banks are regulated, yet PayPal. Defense contractors are regulated, yet SpaceX launches satellites for the military. I don’t think claiming that because social spaces involve legal decisions, that he’s out of his element.

Agree, he's used to regulations. But, it's not just the legal rules, but the unspoken social rules we have as well as groups and factions he'll have to deal with. I could totally be wrong, but at least for me, I don't see him being good at or even enjoying fixing the problems of social-networking companies. Seems like a distraction from SpaceX and Tesla (which is more than enough)

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#256

Post by mym1990 » Fri, Apr 15, 2022, 10:09 PM UTC

friesfreeze wrote: post #241

mym1990 wrote: post #235

Not well versed in any of this, but could this be Musk just toying around with Twitter and/or him bluffing to get a reaction? Does he have any legal obligation to go through with the purchase if Twitter was open to it?

(1) yes, though would be an expensive troll and (2) no - offer was non-binding and very conditional (due diligence, financing, etc.)

Thank you! Why would it be an expensive troll if no money is changing hands?

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#257

Post by _3u10 » Fri, Apr 15, 2022, 10:13 PM UTC

tyre wrote: post #139

_3u10 wrote: post #117

Earlier quoted context omitted.

Yeah I made 10% getting in after the disclosure was made. I’d actually invest in a twitter owned by Elon and likely ditch all my other profiles too. A platform that makes money and has free speech would be wonderful. Maybe he can steal Rogan from Spotify too.

What’s a concrete example of speech that you’d make which is specifically banned on Twitter?

Don’t have one. Let’s go with Trump or Alex Jones. People who say a lot of things people don’t like but aren’t illegal or their illegality hasn’t been proven in court yet.

Instead this is how I’d moderate twitter, when a court orders a tweet to be banned or a judge rules that a user should be banned that is when the moderation team would step in.

I’d also make it easier for people to filter content themselves. So if there’s POVs they don’t want to ever see they don’t have to see it.

Essentially this would reverse 99% of the mod teams decisions.

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#258

Post by cdash » Fri, Apr 15, 2022, 10:16 PM UTC

paxys wrote: post #123

nickysielicki wrote: post #16

Earlier quoted context omitted.

The board of a public company cannot reasonably claim that they’re worth twice(!) what the market currently values their company at simply because they feel it’s true. Unless they have advertising contracts and growth metrics in the pipeline that represent a reasonable doubling of revenue and value, they’re acting legally irresponsibly. Justifying this is difficult. This is objectively a good offer.

Somewhere between 50% to 100% is the standard premium in all such acquisitions. As it stands Musk is offering 17% extra. Of course that takes the existing bump that the stock got from his initial purchase into consideration, but investors already have the ability to cash out at the current price so that lessens the attractiveness of the offer.

No, they don't really have the ability to cash out at current price. Maybe the smalltime investor but if any large institution tried to cash out the share price will tank. Just like it will tank when Musk ends up selling his shares.

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#259

Post by NoOneNew » Fri, Apr 15, 2022, 10:17 PM UTC

jacobolus wrote: post #163

NoOneNew wrote: post #11

Earlier quoted context omitted.

His character, along with his foil Chuck Rodes, trick people into knee jerking traps. The more "public" of a trap, the better for them. A lot of wall street plays in the show are based on real world plays. This article read like it came out of an episode. Billions is a great show by the way.

Can you explain Musk’s trap and who is being trapped?

If I knew the play, I wouldnt be sharing it publicly.

My whole point is, Musk made a series of public actions that made a stir. One action had the board make a knee-jerk decision that seems somewhat logical. He's jabbing with his left and the Twitter board seems to have hopped to their left and he's maybe going to uppercut, right hook, maybe go for a knee or do nothing at all and get hammered on martinis or mojitos or whatever a rich super villian likes to drink.

This is all a public side show for some greater end down the road or Musk made a drunk filing with the SEC. I dont know... well, all I do know is what's publicly available is pure propaganda to sway the public towards some greater play by someone who's going to profit off of this. I'm done with my poop now, find someone smarter to figure it out.

Re: Twitter board adopts poison pill after Musk’s $43B bid to buy company

#260

Post by kolbe » Fri, Apr 15, 2022, 10:17 PM UTC

rosndo wrote: post #253

kolbe wrote: post #247

Earlier quoted context omitted.

Barclay's literally forgot to register with the SEC to be allowed to issue securities, then issued $15bn of them over the course of years, and lost $600m as a result. If you think "funds with this kind of money" are any better than a pack of chimps, then you should direct that "seriously" back at yourself. https://www.bloomberg.com/opinion/articles/2022-03-28/barcla...

Just because one tiny fund screwed up once does not mean that it is anywhere near likely that any ETF would screw up in a manner that would trigger this poison pill. $15bn is tiny , presumably we’re talking about big ETFs like SPY here. And anyway, you’re pretty much agreeing with me. It’s absolutely possible for a big fund to make a huge and hilariously stupid mistake, but this twitter poison pill does not meaningfu…

What? Barclays is one of the largest financial institutions in the world with $1.9tn in assets.

I think we're in agreement that this Twitter thing isn't worth the attention, but we are far from agreeing that large financial institutions are inherently competent because they're large.