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

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

#281

Post by systemvoltage »

UnpossibleJim wrote: post #105

So, I'm not very corporate savvy and this might be a very stupid question. Is there a NON-culture/political reason for all the push back against Musk buying Twitter? From the read, this just seem to be opening the door for someone else to try and take majority control and pining away for the days of Dorsey (which, if looked at objectively, weren't great... just filling an opportunity).

The sad truth is that this is an intense political battle. I would personally favor Elon Musk taking over and shaking things up, any other position is untenable. And, I am saying this as a progressive. I think an open and transparent social platform would be great for the society.

The issue is that managerial class of America, both in private and public sector, are in bed with each other. The government cannot suppress free speech using the frontdoor, but these social media companies (Meta, Twitter) as well as Big Tech machinery (Google, Apple, Microsoft, Amazon) act as a proxy for supressing political speech through opaque algorithms and straight up censorship.

We, liberals, used to be exceptionally devoted to free speech. Just look up ACLU's cases from the 90's and prior. We were against the establishment. Against the managerial class crushing labor. Against the fucking 3 letter agencies.

Now, my own party wants to turn America into an authoritarian censorship dystopia. It's hard to stand by that.

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

#282

Post by hedora »

rosndo wrote: post #226
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%.

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.

> Such an arrangement would make Elon the beneficial owner of your shares.

Thanks for explaining why that won't work.

Presumably, if Elon has a few rich friends, they could use their own money, vote as a block, and the board would still be screwed.

I wonder what other schemes would work. B corp, maybe?

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

#284

Post by tsimionescu »

tuckerman wrote: post #94
tsimionescu wrote: post #60

Earlier quoted context omitted.

> Yes, they need to look out for their shareholders but they also need to do right by the company, and companies can be formed for any legal purpose and everyone (the company and the shareholders) values things differently The board has a lot of leeway into how they achieve profit for the shareholders, but all decisions they make must be nominally in the interest of that goal (assuming we're discussing a for-profit c…

At least in Delaware law, a board's fiduciary duty involves a duty of care, loyalty, and good faith. While acting to maximize their personal interests or egregiously working against profits could be considered a breach, not trying to maximally make profits probably wouldn't be. All of this would need to be litigated on a case-by-case basis, but many modern cases have found that companies can freely act to maximize th…

Yes, they don't have to maximize profits, but they also can't ignore profit to the benefit of other values they deem more important, per the very old but still in force Dodge v Ford.

As long as they are not egregiously and obviously acting against that goal, or taking decisions without deliberation, the law would favor them in any trial that only hinged on whether the price offered by Musk was better than the market. Basically the burden of proof to show that it could not have been a good business decision would lie with the plaintiff, and I very much doubt that you could build a solid case of that.

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

#285

Post by systemvoltage »

randyrand wrote: post #119
xyzzy21 wrote: post #22

Earlier quoted context omitted.

The literal value is their share price x total shares. The notional value is at best the NPV of future profit streams. However Twitter's track record on profits are dismal so the claim is dubious legally.

Share prices go up as you buy a company because you buy from the people that value their shares least first. You can’t just multiply the current price and expect everyone to be willing to sell for that amount.

What if someone is unwilling to sell? Or at an unreasonable price, say $100M/share?

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

#287

Post by _3u10 »

mschuster91 wrote: post #140
_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 value does a platform have when people are fed up with those who complain about "I want free speech" and leave for greener pastures? Just look at Facebook. It's widely seen as "boomer garbage" that's only used as a least-common-denominator resort for communication by the target group these days, and conspiracy crap groups and peddlers of propaganda are a huge part of the reason. Platforms and societies that fail…

Would you be ok if Trump was setting mod team policy?

Like is this a we need a speech dictator even people I disagree with is better than chaos point of view?

Or is this a my point of view should be enforced on everyone and platforms should not be allowed to publish things I disagree with point of view?

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

#289

Post by hedora »

kolbe wrote: post #260
rosndo wrote: post #253

Earlier quoted context omitted.

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.

I was literally wondering what would happen. ETFs are supposed to be algorithmically traded right?

There's a race condition between the poison pill being instated and the ETF updating their strategy. I wonder if a board could maliciously take advantage of that somehow.

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

#290

Post by rosndo »

kolbe wrote: post #260
rosndo wrote: post #253

Earlier quoted context omitted.

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.

> but we are far from agreeing that large financial institutions are inherently competent because they're large.

I don’t see anyone making that argument.

Speculating on an ETF “accidentally” acquiring more than 15% of Twitter implies a whole different level of incompetence than a big ETF ever fucking up big.

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