Hacker News Board Hacker News, browsed like a classic message board
Live data from Hacker News

Notice of termination of Twitter merger agreement

sec.gov

Post reply on HN
Print view View original

81–90 of 1001 posts

Re: Notice of termination of Twitter merger agreement

#81

Post by shakow »

labster wrote: post #70
tempsy wrote: post #29

Earlier quoted context omitted.

This assumes he was serious about it at some point, instead of just cover to sell more Tesla shares and free marketing for himself.

Gosh, I hope he was serious at the point he signed a contract with a $1B penalty, or else he’s the world’s worst businessman.

> or else he’s the world’s worst businessman.

According to this hypothesis, he would still walk out with 7.5B in hard cash instead of 8.5B in Tesla share. I'm not in his boots, but I see how it can be seen as worth it.

Re: Notice of termination of Twitter merger agreement

#82

Post by labster »

TillE wrote: post #57
timsneath wrote: post #17

It seems apparent to this observer that he developed cold feet pretty fast after an impetuous decision, and has been looking for any reason to back out of it since then. The spam accounts angle seems like a convenient scapegoat, rather than a real surprise to him. He's clearly eccentric in his approach to decision making: I don't think any Harvard Business School course will teach "the Musk Principles". But it's uncl…

I suspect the initial decision was something like "hey I could actually just buy Twitter, that would be funny". It's less clear to me why he almost immediately started trying to back out. It's probably a waste of a significant chunk of money, but is that all?

Stocks went down almost immediately after the deal across the tech sector. Financing got harder, he would have sell off a lot of TSLA at a discount to complete the deal.

Re: Notice of termination of Twitter merger agreement

#83

Post by atlasunshrugged »

labster wrote: post #70
tempsy wrote: post #29

Earlier quoted context omitted.

This assumes he was serious about it at some point, instead of just cover to sell more Tesla shares and free marketing for himself.

Gosh, I hope he was serious at the point he signed a contract with a $1B penalty, or else he’s the world’s worst businessman.

Unless he thought he could be a big enough pain in the ass that Twitter folks would rather walk away from the deal and let him skate with a few million penalty while he liquidates Tesla stock with little repercussion to the share price (unfortunately for him, the market tanked in the interim and now his deal is an absolutely amazing one for Twitter shareholders so no way they let him walk away, $1B penalty isn't even an option as this was about outside interference)

Re: Notice of termination of Twitter merger agreement

#85

Post by camjohnson26 »

paxys wrote: post #39

This was obvious from the moment he brought up the fake accounts problem. The stock market (especially tech) tanked, other investors started having cold feet, and he realized his purchase was a mistake. It is bizarre though that Twitter leadership/board continued to engage with him on the matter – even handing him internal data to analyze – expecting a good faith resolution. Nothing Musk has done in the last few mont…

Bad faith has been Musk’s MO since the beginning. He even deliberately crashed Martin Eberhard’s roadster (allegedly, Tesla claims it was an accident.) https://jalopnik.com/tesla-co-founder-eberhard-sues-elon-mus...

Re: Notice of termination of Twitter merger agreement

#86

Post by TheCoelacanth »

wollsmoth wrote: post #68
camjohnson26 wrote: post #31

Earlier quoted context omitted.

Matt Levine has a take down of the supposed bot problem. Basically Elon not only waved due diligence, he signed a binding agreement to buy Twitter, and the bot talk is irrelevant. Even if there’s a problem, Musk should have addressed it before signing an agreement to buy the company. https://twitter.com/matt_levine/status/1545151445057536001?s...

Can twitter agree to release him from the agreement? For a fee? I know he has a $1B penalty but I didn't think that covered this current situation. Perhaps Twitter would be willing to forget the whole thing for $1.5B

Yes, but they could potentially get sued by their own shareholders if they let him off too easily.

Re: Notice of termination of Twitter merger agreement

#87

Post by that_guy_iain »

dragonwriter wrote: post #35
that_guy_iain wrote: post #7

Earlier quoted context omitted.

They’re not claiming a lack of sue diligence, they’re claiming fraud. Which is different. They’re saying they’re lying about the numbers. Which would be fraud.

There aren't claiming fraud, there are claiming breach of contract. Including, among other things, by failing to maintain operations in the regular course of business because of, I kid you not, allowing some senior officials to resign . (It's true some of the many other things that are claimed to be breaches relate to alleged failure to fulfill obligations to provide information that Musk supposedly wanted to determi…

It says in the first paragraph about making misleading representations. That is lawyer talk for lying. Lying in this context is fraud.

Secondly, the ceo was firing aka asking for resignations from key people, no? That is not maintaining the business, that seems like sabotage.

Re: Notice of termination of Twitter merger agreement

#88

Post by WhyNotHugo »

that_guy_iain wrote: post #7
minimaxir wrote: post #3

Elon waived his right to due diligence when he first made the offer to buy Twitter, so backing out of the deal by arguing a lack of due diligence is very funny.

They’re not claiming a lack of sue diligence, they’re claiming fraud. Which is different. They’re saying they’re lying about the numbers. Which would be fraud.

If he's claiming fraud, doesn't he have to prove it?

Re: Notice of termination of Twitter merger agreement

#89

Post by samatman »

dylan604 wrote: post #55
DelaneyM wrote: post #45

For anyone thinking he can pay the 1B$ termination fee and walk away, it's not that simple. The 1B$ is a "reverse breakup" fee, and applies when an outside force (like SEC or financing) prevents the deal. That 1B$ has nothing to do with any choices on either side, and is unlikely to factor into this process. At this point they're clearly going to trial, and it's not unlikely that the cost to Elon will be somewhere in…

~10-15B$ is not inbetween the 2 numbers you posited it would be between though.

That's not what difference means.

Re: Notice of termination of Twitter merger agreement

#90

Post by hourago »

timsneath wrote: post #17

It seems apparent to this observer that he developed cold feet pretty fast after an impetuous decision, and has been looking for any reason to back out of it since then. The spam accounts angle seems like a convenient scapegoat, rather than a real surprise to him. He's clearly eccentric in his approach to decision making: I don't think any Harvard Business School course will teach "the Musk Principles". But it's uncl…

> He's clearly eccentric in his approach to decision making

Being called Eccentric is the luxury of the rich. If he was poor one will say "irresponsible" or even "crazy".

Post reply on HN