Posted on 04/25/2022 1:00:49 PM PDT by Red Badger
* Twitter’s board accepted billionaire Elon Musk’s offer to buy the social media company and take it private, the company confirmed.
* The announcement ends a weeks-long saga Musk kicked off when he offered to buy the company at $54.20 per share, his “best and final.”
* Twitter’s board sought to fend off a hostile takeover by adopting a so-called poison pill.
In this article
TWTR +2.83 (+5.77%)
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Board approves Twitter sale to Elon Musk for approx. $44B Twitter’s board has accepted an offer from billionaire Elon Musk to buy the social media company and take it private, the company announced Monday.
The stock was halted for the news but was up more than 6% once it resumed trading.
“Free speech is the bedrock of a functioning democracy, and Twitter is the digital town square where matters vital to the future of humanity are debated,” Musk said in a statement included in the press release announcing the $44 billion deal. “I also want to make Twitter better than ever by enhancing the product with new features, making the algorithms open source to increase trust, defeating the spam bots, and authenticating all humans. Twitter has tremendous potential – I look forward to working with the company and the community of users to unlock it.”
Here’s the full announcement from Twitter:
“Twitter, Inc. (NYSE: TWTR) today announced that it has entered into a definitive agreement to be acquired by an entity wholly owned by Elon Musk, for $54.20 per share in cash in a transaction valued at approximately $44 billion. Upon completion of the transaction, Twitter will become a privately held company.
Under the terms of the agreement, Twitter stockholders will receive $54.20 in cash for each share of Twitter common stock that they own upon closing of the proposed transaction. The purchase price represents a 38% premium to Twitter’s closing stock price on April 1, 2022, which was the last trading day before Mr. Musk disclosed his approximately 9% stake in Twitter.
Bret Taylor, Twitter’s Independent Board Chair, said, “The Twitter Board conducted a thoughtful and comprehensive process to assess Elon’s proposal with a deliberate focus on value, certainty, and financing. The proposed transaction will deliver a substantial cash premium, and we believe it is the best path forward for Twitter’s stockholders.”
Parag Agrawal, Twitter’s CEO, said, “Twitter has a purpose and relevance that impacts the entire world. Deeply proud of our teams and inspired by the work that has never been more important.”
“Free speech is the bedrock of a functioning democracy, and Twitter is the digital town square where matters vital to the future of humanity are debated,” said Mr. Musk. “I also want to make Twitter better than ever by enhancing the product with new features, making the algorithms open source to increase trust, defeating the spam bots, and authenticating all humans. Twitter has tremendous potential – I look forward to working with the company and the community of users to unlock it.”
Transaction Terms and Financing
The transaction, which has been unanimously approved by the Twitter Board of Directors, is expected to close in 2022, subject to the approval of Twitter stockholders, the receipt of applicable regulatory approvals and the satisfaction of other customary closing conditions.
Mr. Musk has secured $25.5 billion of fully committed debt and margin loan financing and is providing an approximately $21.0 billion equity commitment. There are no financing conditions to the closing of the transaction.
For further information regarding all terms and conditions contained in the definitive transaction agreement, please see Twitter’s Current Report on Form 8-K, which will be filed in connection with the transaction.
First Quarter 2022 Earnings Results
Twitter plans to release its first quarter fiscal year 2022 results before market open on April 28, 2022. In light of the pending transaction announced today, Twitter will not hold a corresponding conference call.
Advisors
Goldman Sachs & Co. LLC, J.P. Morgan, and Allen & Co. are serving as financial advisors to Twitter, and Wilson Sonsini Goodrich & Rosati, Professional Corporation and Simpson Thacher & Bartlett LLP are serving as legal counsel. Morgan Stanley is acting as lead financial advisor to Mr. Musk. BofA Securities and Barclays are also acting as financial advisors. Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel.”
This story is developing. Check back for updates.
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Jack Posobiec 🇺🇸
@JackPosobiec
Twitter employees are having breakdowns
https://twitter.com/JackPosobiec/status/1518687268093009922
Just logged back into my account for the first time, sent them a statement that I felt I was suspended unfairly.
5 minutes later I got an email saying was reinstated.
Shazam
I expect to see the loser cupcakes sabotage Twitter before they leave.
I wonder what motivated the board to change their tune so abruptly.
threat of lawsuit by DeSantis .... damage to Florida pension funds ...
Can’t wait to read Mean Tweets again!
Creepy, but common in the current era.
Yes, perhaps.
Lets hope that free speech will be the way Twitter will go.
If only Google/YouTube, Facebook and the MSM could move away from the far left tilt they have been pushing for years closer to the middle.
Oh good. I am so happy they are unhappy.
I don’t think Dorsey had as much control as you think. He was forced out. Negative about the company. It is entirely plausible that key decision makers reported directly to the board.
Elon is a business man. This is the man that sold his first PC game when in High School, made his first hundred million before 30 selling Paypal, with a personal benefit of about $170 Million; about 10 years later his net worth was $2 Billion in 2012. He took over as CEO of Tesla, created SpaceX, Boring Company, Tesla Solar and led the charge in municipal storage. I would say the man is above average.
Twitter, as he has previously stated, is the defacto “public square”; and he has a message to get out. Allowing free speech, where ideas can be exchanged, is a good thing; imho.
For example, are EV’s the perfect solution for everyone? Nope. But, are they a very reliable, very economical solution for many? Yup.
Power generation is a fundamentally misunderstood commodity. Until the advent of municipal energy storage, the primary profit center of your electrical power company was in Energy Brokerage. Power, not used immediately, is lost forever. Gone. Zip.
Take your portable Honda generator, fill the gas tank, fire it up and turn on a small AC, and you will exchange your gas for AC and circulation for ~10 hours. Turn off the AC, and you have a noise maker for ~10.5 hours. If the energy isn’t used, it’s gone. Same thing for municipal utilities. So, your coal fired plants use what the demand requires, and sells the excess. Power Brokers ship that power all over the USA and Canada, with demand dictating instantaneous prices. Now that we can actually STORE that unused energy, plus we have solar/wind all over; it becomes a very complex problem.
The US Gov has websites that show that energy wise, the EV is comparable to a car that gets ~140 mpg. How many moving parts in your car? If any of over 1,000 part breaks in your engine, or transmission - you come to a stop. EV’s generally have less than a dozen moving parts. No fluids (except window washing fluid), brake pads are only applicable from ~3mph to zero, so brake wear is neglible.
Times are changing everything.
I had problems registering on the first day and waited a few weeks while the countdown to TS registration completed. After that wait, I decided to try using another email account and was in right away. Navigating the site is a mess and I appreciate any guidance. I’ve been on FR quite a while and looked at FB at times, but dropped Facebook during the Obamo’s reign and dropped Twitter before the Biden was chosen. I signed back up when on Twitter after Elon made his first offer, because there is power in numbers and I wanted the board to look at why there was an uptick. I like usually pull for the underdog, but come November, the underdamdog needs a beating.
Why would Elon Musk want a social media company?
Just a guess on my part but I think this is tied to STARLINK in some way.
LMAO!
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