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

cnbc.com

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

#301

Post by woodruffw »

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.

"Publicly proposed" contradicts "conceal beneficial ownership."

It's not a crime to publicly finance someone else's stock purchases, or even to publicly solicit others to finance your stock purchases (it's not "solicitation" in the inchoate sense, since the inducement is not towards a crime).

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

#302

Post by RC_ITR »

rad88 wrote: post #276
samhw wrote: post #267

Earlier quoted context omitted.

Yeah, there's no concealment and no beneficial ownership. "I'll vote as part of your bloc" isn't beneficial ownership. ( At most it's delegating the 'control' aspect of the equity, but even that is a stretch - in context, it's clearly a statement of incidental agreement with his opinion on this point, not a total delegation of control no matter what he should choose to do in future.)

No, "I'll vote as part of your bloc just pay me $50M" is obviously not an incidental agreement.

Even more importantly: pay me to cover the sale is the easiest 'piercing of the veil' in the history of time.

Oh so Mr. Musk incidentally wired you billions of dollars before the share purchase?

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

#303

Post by SV_BubbleTime »

jungturk wrote: post #133
SV_BubbleTime wrote: post #110

Earlier quoted context omitted.

That’s been it though. If the board of Twitter isn’t concerned about what is best for the share folders, a direct violation of their fiduciary responsibility, then what is their interest? If Twitter isn’t a business to make money to them, what is it, and who is it for?

A parameter in assessing the relative value of the offer to shareholders is the time horizon. Perhaps the board believes the value of the shares over the next year or two is substantially higher than Musk's offer, such that they should reject the buyout so that shareholders can reap that gain.

And using past as prologue… how has been the performance of Twitter been?

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

#304

Post by whatshisface »

alphabetting wrote: post #58
memish wrote: post #27

Earlier quoted context omitted.

As a shareholder and end user of the product, I agree.

you want to cash out with a 20% bump and be out of the stock during a huge tech equity downturn when the stock was over 60% higher last year?

Sure, you take that 20% bump and invest it in Google. Then you get 20% plus the tech equity recovery.

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

#305

Post by jonas21 »

nickysielicki wrote: post #29

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? You’re categorically changing the profile of the stock. This has a chilling effect on large investors, including but not limited just to Musk, right? Vanguard, for example, has just had its range of further investment lim…

As a Netflix shareholder at the time they adopted their poison pill, I feel like the subsequent ~40x increase in share price has been very much in my interest. :-)

Of course hindsight is 20/20, but even at the time, it seemed like the company was prioritizing long-term growth, whereas if they were taken over by Carl Icahn, they'd certainly not be.

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

#306

Post by [deleted] »

recuter wrote: post #213
pcmoney wrote: post #197

Earlier quoted context omitted.

Poison Pills are rarely exercised, this is a positional move. Unlikely Elon is the only interested party at this point. If the board can use a pill to force a slower buy-out discussion and negotiation it is very much beneficial to shareholders. Their stock price was over $70 in the trailing 12 months. Even with Elon's offer they are still worth 10 NFL teams combined. I can find zero credible evidence to support your…

I wasn't aware NFL teams was a unit of measurement. One has to wonder if you think I am wrong why you wish for me to short the stock and lose my shirt.

[deleted]

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

#307

Post by hedora »

rad88 wrote: post #276
samhw wrote: post #267

Earlier quoted context omitted.

Yeah, there's no concealment and no beneficial ownership. "I'll vote as part of your bloc" isn't beneficial ownership. ( At most it's delegating the 'control' aspect of the equity, but even that is a stretch - in context, it's clearly a statement of incidental agreement with his opinion on this point, not a total delegation of control no matter what he should choose to do in future.)

No, "I'll vote as part of your bloc just pay me $50M" is obviously not an incidental agreement.

Agreed, but there'd be no attempt at concealment (I didn't know beneficial ownership of shares was a thing), so, while it would be dumb to hand me and the IRS a large pile of cash, it sounds like it would probably still trigger the poison pill, and not be illegal.

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

#310

Post by roguecoder »

nickysielicki wrote: post #29

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? You’re categorically changing the profile of the stock. This has a chilling effect on large investors, including but not limited just to Musk, right? Vanguard, for example, has just had its range of further investment lim…

It isn't just the shareholders they have a fiduciary duty to: they also have the duty of care, the duty of loyalty, and the duty of good faith. Selling to an adderall-addled toddler just because he happens to have accumulated more money than any person should have could be argued to violate all three.
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