851–860 of 1001 posts
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A feature of modern finance is the blockbuster leveraged buyout signed right before the market crashes: RJR Nabisco in 1989, Hilton and Harrah's in 2006. Now Twitter, in 2022.
Porsche and VW in 2008 if memory serves well. Almost ruined Porsche. Or Schaeffler and Conti, which almost ruined Schaeffler, a private company at the time.
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…
I agree with your analysis. This has always seemed a situation driven by ego rather than rational thought and I expect ego will prevail and we will see futile legal + PR trench warfare for a while. However, my understanding of M&A law[1] is it's not enough for him to say that the numbers are missing or even wrong. He has to say that there was a material breach caused by the fact that the numbers were missing or wrong…
OMFGBBQ ?
Oh My F&&&&ing God Bar-B-Q ?
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> he gets short-squeezed in Tesla stock What?
Yeah that makes no sense. He has a lot of stock and wants to sell some. A short squeeze means you have an obligation to buy shares and not enough are available, that drives the price up like crazy.
Squeezed short sellers have an obligation to get a specific stock, but only have cash. There are not enough market participants willing to sell the stock, so the price rises astronomically to their disadvantage.
Elon has an obligation to get cash, but only has $TSLA stock. There are not enough market participants willing to buy the stock, so the price drops enormously to his disadvantage.
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Porsche and VW in 2008 if memory serves well. Almost ruined Porsche. Or Schaeffler and Conti, which almost ruined Schaeffler, a private company at the time.
It's almost like these things happen pretty regularly, so it's easy to find examples that correlate...
Paul Graham: https://mobile.twitter.com/paulg/status/1545547177849667585 Let me answer that: they do not want to be owned by someone who doesn't want to. But they want the 40B more.
That tweet seems a bit weird, especially coming from him.
Of course fundamentally the question is obviously moot give the legal obligation both from Musk and for the shareholders to optimize payout before a recession, but it’s an interesting thought experiment of whether it’s going to harm them either by going to court and/or having a disinterested owner.
Personally I think regardless if Elon is forced to buy Twitter he’s obviously going to do try to make the best out of his investment (or at least a better product). He’s a poweruser who clearly cares about the product. Can’t be much worse than it already is. His concern is probably just the price not that he doesn’t want to own Twitter.
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The agreement have a massive out; yes it doesn't matter what Elon thinks about the bots but if his financier think bots are an issue he gets an out since Twitter for some reason let a financing clause in.
You mean Musk agreed to buy Twitter contingent on financing and now is trying to torpedo his own financing after he himself agreed to the sale? There's a lot of talk of fraud in the comments here, but to me _that_ sounds like fraud on Musk's part. In any case, I guess we'll have to see if Musk's financing really gets pulled and if that really means Musk is off the hook.
Chancery courts will compel performance of this transaction absent a showing of an material adverse advent. Very, very high bar. The buyer is a highly sophisticated investor and the grounds that he is alleging form the basis of the breach of contract were and are public information that has not materially changed nor been alleged to have materially changed since the signing of the merger agreement. Moreover, and most…
> Thus, the courts will obligate Musk to buy the business as he agreed to in April. That last statement does not follow everything else before. Courts have no power to do that.
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> Willfully filing fraudulent SEC filing is a crime - and if Twitter has been engaging in criminal behavior to artificially increase their value - I would think Musk has a good case. Ignoring whether this is a legitimate reason to back out of the agreement, Musk hasn't shown that Twitter has been filing fraudulent SEC filings so what does it matter anyway?
It matters because that will probably be one of the deciding factors should this eventually be assessed in court.
Musk has _not_ provided any evidence of fraud. I'll wait until he actually does before speculating as to how decisive it will be in any future court proceedings.
Chancery courts will compel performance of this transaction absent a showing of an material adverse advent. Very, very high bar. The buyer is a highly sophisticated investor and the grounds that he is alleging form the basis of the breach of contract were and are public information that has not materially changed nor been alleged to have materially changed since the signing of the merger agreement. Moreover, and most…
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There’s a chance Twitter accepts 5-10B in exchange for dropping their objections to the end of the merger.
Why would they take a 5B settlement when they have legal grounds to force the deal through for 44B?