During the holiday weekend, the Twitter board introduced a provision for poison pills in an attempt to block Elon Musk, who wants to buy the social media platform. The maneuver, which will make it more difficult and costly for Mr Musk to acquire shares without board approval, will give Twitter’s management time to evaluate the offer and potentially invite other buyers through a sale process.
At least one private investment company, Toma Bravo, is showing interest, although it is unclear whether this will lead to an official offer. There are other actions that Mr. Musk can take to outwit Twitter’s reluctant board. Shares of Twitter rose more than 2 percent before the start of the first trading session since the poison pill was announced.
Meanwhile, the DealBook newsletter discussed some of the main issues that remain about Mr. Musk’s persecution of Twitter:
Will Mr. Musk become hostile?
It seems to threaten him; at least that’s what his tweet is, quoting Elvis PresleyLove me tenderly”Seems to suggest. In a tender offer, also known as a hostile offer, Mr. Musk will go directly to shareholders, asking them to “offer” their shares at a price (for now, his offer is $ 54.20 per share). This will require him to submit a form to the Securities and Exchange Commission, which provides, among other things, details of the funding behind his offer. This is important because questions remain about how Mr. Musk will receive the money to pay for the deal on Twitter.
Remember that Mr. Musk is still dealing with the legal consequences of the allegations he made to finance his failed bid for private Tesla in 2018.
Can a hostile offer cancel the poison pill on Twitter?
No, but it could put pressure on the Twitter board to remove the protection if enough shareholders support Mr Musk’s offer. In 2012, for example, CVR Energy removed a poison pill it had introduced to frustrate activist activist Carl Icahn after his bid won widespread support.
What does Twitter cost?
Several analysts said they thought Mr Musk’s offer was too low and that the board was likely to accept an offer of $ 60 a share or more. But that’s partly based on Twitter’s ability to achieve high financial goals in 2023: 315 million users and $ 7.5 billion in revenue, compared to 217 million users and $ 5.1 billion in revenue in 2021.
Shares of Twitter rose above $ 70 a share when it announced those targets last year, but has fallen to about $ 45 since then as investors questioned the company’s ability to meet its goals and drive off competition from other social media sites. Management remains confident: “Our strategy and our 2023 goals, which we shared about a year ago, are not changing,” Parag Agraval, Twitter’s chief executive, said in February.
How much does an “uncensored” Twitter cost?
This is even harder to say. Mr Musk suggested he would promote more “freedom of speech” on the platform, but Twitter insiders noted stagnant consumer growth in 2016, before the company tight content moderationas a warning.
“They’ve made consumers grow significantly over the last few years,” said Rich Greenfield, a media industry analyst at LightShed Partners. “To make the platform a mess, I think it will make consumers go in the wrong direction.
Will other buyers intervene?
Perhaps. Antitrust concerns are likely to be difficult for many corporate buyers, especially in the technology industry. This is a significant private equity check that far exceeds last year’s $ 30 billion in private funding for Medline, the largest leverage buyout in more than a decade. Twitter’s limited free cash flow also makes it less attractive for debt financing.