Notice of termination of Twitter merger agreement • Hacker News Board

Re: Notice of termination of Twitter merger agreement

#41

Post by gkoberger » Fri, Jul 08, 2022, 9:42 PM UTC

This was always going to be how it ended.

Elon got what he wanted. Everyone on his side now thinks he's a bastion of free speech, and he can forever say "If I owned Twitter, I would have...". And he gets the credit he wants without having to actually do anything.

Twitter got what they wanted. They didn't want Elon to own the company, but they also couldn't ignore the offer. So they called his bluff. They would have ended up with a world of pain if they didn't accept the offer, but nobody at Twitter wanted it to close. And now they'll be able to sue Elon and get the upper hand.

Both sides got what they wanted here. I just wish it didn't have to distract all of us so a few rich people could mutually level up.

Re: Notice of termination of Twitter merger agreement

#42

Post by redact207 » Fri, Jul 08, 2022, 9:42 PM UTC

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…

My guess is he's hit that obscene level of wealth and realizes he is now beyond the controls of the system, and can therefore game it to his advantage.

When you can afford the best legal team money can buy and payoff the rest of the gatekeepers, then the game is simply to transfer wealth into your own pocket in bigger chunks.

Re: Notice of termination of Twitter merger agreement

#43

Post by adrr » Fri, Jul 08, 2022, 9:43 PM UTC

Twitter is going to be the downfall of Elon. I don’t understand is fascination with it. It’s a big distraction and he alienates a certain percentage of his customers for Tesla.

Re: Notice of termination of Twitter merger agreement

#44

Post by Johnny555 » Fri, Jul 08, 2022, 9:43 PM UTC

electic wrote: post #32

timmytokyo wrote: post #16

Earlier quoted context omitted.

They'd have to prove it in court. Good luck with that.

It is quite easy to prove twitter is mostly full of bots. You do not even need a firehose to come to that conclusion.

If you have proof that twitter is > 50% bots, you should give that evidence to Musk. Or, give it to an attorney that's eager to see Twitter's board go to jail for putting false data in SEC filings.

Re: Notice of termination of Twitter merger agreement

#45

Post by DelaneyM » Fri, Jul 08, 2022, 9:43 PM UTC

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 the neighborhood of the difference between the fair current market value (~20B$?) and the purchase price (~44B$).

My guess is it'll end up being ~10-15B$.

Re: Notice of termination of Twitter merger agreement

#46

Post by not2b » Fri, Jul 08, 2022, 9:44 PM UTC

electic wrote: post #32

timmytokyo wrote: post #16

Earlier quoted context omitted.

They'd have to prove it in court. Good luck with that.

It is quite easy to prove twitter is mostly full of bots. You do not even need a firehose to come to that conclusion.

Right, but Twitter's method of counting the number of daily active users, meaning the number who are seeing ads, which is what the SEC report refers to, was allegedly designed to exclude most bots. Perhaps it's wrong, but they never said 5% of accounts are bots (far more are).

Re: Notice of termination of Twitter merger agreement

#47

Post by nemothekid » Fri, Jul 08, 2022, 9:44 PM UTC

wyldfire wrote: post #28

Is he an idiot who realized he was in too deep / paid too much? Or was he trying to find a way to discredit their user numbers and wanted big headlines?

When Musk made the offer

1. TSLA was trading at ~$1,000 share

2. He offered $54/share

Now?

1. TSLA is trading at $750/share (so if Elon musk was 100% in TSLA, he lost 25% of his wealth).

2. Twitter's comprable, Facebook, fell roughly 33% on revised revenue projections and slowing growth. TWTR roughly tracks Facebook, except for last quarter where the stock hasn't moved due to Musk's offer.

So Musk became poorer, and TWTR, which probably should be trading in the high 20s, has an offer for $54/share; meaning Musk may be paying double what it is currently worth.

I find it pretty amusing Musk has meme'd his way into a disastrous deal.

Re: Notice of termination of Twitter merger agreement

#48

Post by dylan604 » Fri, Jul 08, 2022, 9:44 PM UTC

bryananderson wrote: post #13

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.

As Matt Levine explained [0] the “waiving due diligence” doesn’t really mean anything now. What does mean something is that he signed a binding agreement to buy Twitter, giving Twitter the right to compel him to close the deal, and there’s no “too many bots” exception, nor a “you were wrong (or even lied) about something you said” exception. He has to prove that it’s a “material adverse effect” which I understand is…

I absolutely love that fact that this tweet happy individual might actually get slapped for just tossing out tweets. Not sure if $1B would make him squirm or not, but even for billionaires, $1B is an expensive twitter rant.

Re: Notice of termination of Twitter merger agreement

#49

Post by camjohnson26 » Fri, Jul 08, 2022, 9:44 PM UTC

Covzire wrote: post #10

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.

Musk himself has addressed this, saying that the waiver is null and void if the data supplied to the SEC by Twitter is fraudulent. I can only assume he believes that is the case. >>First, although Twitter has consistently represented in securities filings that “fewer than 5%” of its mDAU are false or spam accounts, based on the information provided by Twitter to date, it appears that Twitter is dramatically understat…

Musk has released nothing that would indicate that the numbers are fraudulent.

Re: Notice of termination of Twitter merger agreement

#50

Post by codeulike » Fri, Jul 08, 2022, 9:44 PM UTC

I stand by my theory that the whole thing was a displacement activity that caught his attention instead of something else more arduous that he was supposed to do that month.

Like when I suddenly develop an interest in Columbo trivia when actually I'm supposed to be doing my accounts.