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Notice of termination of Twitter merger agreement

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Re: Notice of termination of Twitter merger agreement

#511

Post by hackernewds »

chernevik wrote: post #264

The filed letter ( https://www.sec.gov/Archives/edgar/data/1418091/000110465922... ) isn't the knockdown argument I would be expecting. Musk is saying, you haven't demonstrated your numbers are accurate. But having signed the merger agreement and waived due diligence, I think he needs to demonstrate that they are _not_ accurate. Complaining Twitter rate-limited his API access (which would be very foolish on their par…

He's a great deal maker. But his ego, need for attention and celebrity, legitimate Twitter addiction undermines him.

Re: Notice of termination of Twitter merger agreement

#512

Post by ImPostingOnHN »

ozim wrote: post #184
zimpenfish wrote: post #8

Earlier quoted context omitted.

> but he will negotiate a lower price How? As best I understand things, he has zero wiggle room - he either buys Twitter for the agreed price or he stumps up the $1B termination fee. And if Twitter's board did go mad and decide to negotiate a lower price, their shareholders would almost certainly block it and/or sue the board, no?

No because he bid above twitter current stock valuation so he can still go down and people might not be happy but they will not be able to sue anyone.

if he goes down, that represents a material loss to shareholders compared to the price he is contractually obligated to pay

so, all the same, I think the shareholders will just take his original offer and elon can reflect on his impulsivity (a joke; he won't)

Re: Notice of termination of Twitter merger agreement

#513

Post by slantedview »

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…

> it's unclear to me what he initially thought he was getting out of this

You have to look at it from the angle of Musk being a troll and a right wing figure. He wanted to impress his right wing followers by making Twitter a more free and open place for all kinds of speech (even hate, violence, etc). Maybe he realized this was a bad idea and managing Twitter is more a job for a grown up than a troll, so he looked for a way out.

Re: Notice of termination of Twitter merger agreement

#514

Post by colechristensen »

WORMS_EAT_WORMS wrote: post #500

The bigger story (if you can get past the juicy Elon-a-drama)… is Twitter stinks. You can smell the in their ad program a mile away and it’s finally free game to call out. I remember buying Facebook ads once and I got more likes than God and not a single one of them seemed like they were “real”. Maybe they were “mDAU real” or whatever… These company’s are liars and have been ripping people, small and big business off…

I promoted a tweet just for curiosity and a significant portion of the engagement was spammy.

A lot of likes from accounts selling some kind of sex work, some really blatant spam, a lot of small time self promotion from wannabe influencers. Much of this was probably “real people” but also “spam”. There is a spectrum of what is and is not “real” usage vs spam, but if I were advertising for real, I wouldn’t want to target the Twitter account representing a furry onlyfans creator. Of those there were several in the few hours and ~$100 I left the tweet up.

In other words a significant part of the engagement in my promoted tweet was low quality Twitter accounts engaging with my tweet in order to get more attention for themselves.

Re: Notice of termination of Twitter merger agreement

#515

Post by DelaneyM »

metadat wrote: post #344
strangeloops85 wrote: post #174

This is going to Delaware Chancery court, and if his ridiculous claims hold it does turn upside down long-held general principles of mergers and acquisitions that would affect.. everyone. I don't think the court will side with him on this. In the past, they have forced mergers to go through..

How much foot dragging does the Delaware Chancery Court usually tolerate in these sorts of situations? Asking for a friend xD

Very little, actually. The Delaware Chancery Court is arguably the US's most efficient judicial institution. They don't mess around.

I wouldn't be surprised if it's concluded by EOY. If Elon wanted to drag it out he'd have waited the full 6mo review period before making his intent official, and Twitter clearly wants it done with.

The only way I see this dragging out is if shareholder lawsuits from Elon's filing "mistakes" or SEC actions (for any of a dozen good reasons when Elon's involved) muddy the waters.

Re: Notice of termination of Twitter merger agreement

#516

Post by anony23 »

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…

Possibly it's because the marketnshit the bed and he felt like he would be overpaying under current conditions.

Re: Notice of termination of Twitter merger agreement

#517

Post by pqdbr »

beeboop wrote: post #376
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…

When has there ever been a lawsuit of this sort that was anywhere near $15 billion? What do you base these numbers on?

On the agreement he signed, maybe?

Re: Notice of termination of Twitter merger agreement

#518

Post by sbf501 »

meragrin_ wrote: post #322
chernevik wrote: post #264

The filed letter ( https://www.sec.gov/Archives/edgar/data/1418091/000110465922... ) isn't the knockdown argument I would be expecting. Musk is saying, you haven't demonstrated your numbers are accurate. But having signed the merger agreement and waived due diligence, I think he needs to demonstrate that they are _not_ accurate. Complaining Twitter rate-limited his API access (which would be very foolish on their par…

> Musk is saying, you haven't demonstrated your numbers are accurate. It has nothing to do with accuracy. Twitter is supposedly not providing the data: 'While Section 6.4 of the Merger Agreement requires Twitter to provide Mr. Musk and his advisors all data and information that Mr. Musk requests “for any reasonable business purpose related to the consummation of the transaction,” Twitter has not complied with its con…

> Twitter is supposedly not providing the data

Didn't he get access to the firehose, which is, AFAIK, -ALL- the data? (not the 50GB he tweeted about but supposedly a 2TB/day stream?)

Re: Notice of termination of Twitter merger agreement

#519

Post by mustyouremember »

Flankk wrote: post #300
dathinab wrote: post #167

Earlier quoted context omitted.

Because a non small part of his success is based on portraying himself as a form of real world tony stark, mainly over twitter. Without that he wouldn't have gotten nearly anywhere close to where he ended up. Because for a lot of his ventures he used that image to collect way more money then the company would normally had gotten and the used the additional money to try to beat the completion enough so that the invest…

Tony Stark from the comic books was based on Howard Hughes. When they developed the character for film, they used Elon Musk as inspiration for the character. So you have it backwards, Elon was even in Iron Man 2. Most of his PR stunts make the news so I don't think Twitter makes much difference.

Really? I guess I'd believe it. He was a wealthy aircraft designer / Hollywood A-lister.

Fun fact about Howard Hughes, he once crashed a biplane during the filming of a movie he was directing. (One of four airplane crashes he experienced)

The stunt pilots had all refused to try the maneuver he wanted to do, so he hopped into the plane, took off, and did exactly what they anticipated.

It's not clear whether he was pulled from the wreckage or found in a nearby hangar after walking away from it, but he survived and finished the movie, which made a loss despite being the top-grossing film of 1930.

Celebrities, eh?

https://en.wikipedia.org/wiki/Hell%27s_Angels_(film)

Re: Notice of termination of Twitter merger agreement

#520

Post by WORMS_EAT_WORMS »

colechristensen wrote: post #514
WORMS_EAT_WORMS wrote: post #500

The bigger story (if you can get past the juicy Elon-a-drama)… is Twitter stinks. You can smell the in their ad program a mile away and it’s finally free game to call out. I remember buying Facebook ads once and I got more likes than God and not a single one of them seemed like they were “real”. Maybe they were “mDAU real” or whatever… These company’s are liars and have been ripping people, small and big business off…

I promoted a tweet just for curiosity and a significant portion of the engagement was spammy. A lot of likes from accounts selling some kind of sex work, some really blatant spam, a lot of small time self promotion from wannabe influencers. Much of this was probably “real people” but also “spam”. There is a spectrum of what is and is not “real” usage vs spam, but if I were advertising for real, I wouldn’t want to tar…

Does anyone here actually believe Twitter doesn’t know this and have exact metrics down to a science?

Or those stock options and gains too big to have any real morals?

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