Cary Cooper, a business professor at the Manchester Business School, said such social media battles might not be normal when considering a major business takeover, but Musk himself was an anomaly. , said Cary Cooper, professor of business at the Manchester Business School. “He is not a traditional businessman,” he said. “He is quite a creative and quite innovative man. He’s a unique guy and does things in a way that a normal businessman wouldn’t. He doesn’t play the usual games that a businessman would play. “
On April 15, Twitter’s board of directors activate a financial instrument in an emergency: poison pill. Also known as a term shareholder rights plan, the poison pill invited shareholders to increase their investment in Twitter to reduce Musk’s ability to build his stake into a controlling company. Any attempt to take his stake above 15% would require Musk to negotiate with Twitter’s board.
Activating the poison pill opened the way for a quick takeover by the enemy, but Musk’s offer never left the table. On April 21, Musk state how he came up with the $44 billion in cash needed to make his bid. Morgan Stanley and other firms have offered to back Musk’s bid, while he will pay about $21 billion from himself estimated assets of $263 billion. The filing lays on the backbone of what was previously a speculative offer – and shows how seriously Musk wants to keep Twitter private.
Sponsorship confirmed reported to cause some Twitter shareholders who are more distrustful of Musk have asked the company to listen to him. The meeting took place over the weekend, and Twitter’s board of directors met on April 25 to introduce the deal to shareholders. It was a quick and surprising reversal. “On Friday, there was a lot of skepticism and ridicule, and now it’s almost a done deal,” said Vasant Dhar, professor of information systems at NYU Stern. Information systems professor at NYU Stern. Musk’s quick moves have made it difficult for other potential contractors to catch up. But the deal appears to have passed the money test, at least for Twitter’s board of directors, as “the board’s fiduciary responsibility is to deliver the greatest value to shareholders,” Galpin said. speak. “Obviously, there are questions about what he would do with the company if he took control of it. He has to do more than just add an edit button. “
Making the company private would allow Musk to make the changes he wants much faster without answering the public market. “I also want to make Twitter better than ever by enhancing the product with new features, making algorithms open source to increase reliability, defeating spam bots, and validating all people,” Musk wrote in Monday’s press release.
Dhar said: “I think he played it brilliantly. “One can expect the reaction we got: ‘Musk is a geek and he does it for self-promotion.’ But I really think there’s more to it than that. “
It is possible that the purchase will be closely monitored according to regulations. While antitrust concerns are unlikely, the Securities and Exchange Commission may still be able to address Musk’s disclosures in the process. “You can ask the court to order the performance of the settlement on the basis that he filed an unwarranted petition,” says Pritchard. “He didn’t file his initial shares in a timely manner, then he filed the wrong one because he really intended to influence management the whole time,” he suggests. . That would, however, require showing the harm caused by those violations. Shareholders can file a separate lawsuit but are likely to only succeed in getting more money from Musk in this deal. And the SEC is unlikely to halt trading because of the damage it could cause to shareholders.
