‘s Twitter The board of directors has accepted an offer from billionaire Elon Musk to acquire the social media company and take it private. announced Second.
“Freedom of expression is the cornerstone of a working democracy, and Twitter is the digital town square where issues important to the future of humanity are debated,” Musk said in a statement. announced in a 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 reliability, defeating spam bots, and validating all Twitter has huge potential – I look forward to working with the company and the user community to unlock it.”
Twitter, Inc. (NYSE: TWTR) announced today 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. worth about $44 billion. Upon completion of the transaction, Twitter will become a private company.
Under the terms of the agreement, Twitter stock holders will receive $54.20 in cash per share of Twitter common stock they own at the close of the proposed transaction. The purchase price was equivalent to 38% of Twitter’s closing stock price on April 1, 2022, the last trading day before Musk revealed his roughly 9% stake in Twitter.
Bret Taylor, President of Twitter’s Independent Board of Directors, said, “The Twitter Board of Directors conducted a thoughtful and comprehensive process to evaluate Elon’s proposal with a focus on value, certainty, and reliability. The proposed transaction will yield a substantial cash premium, and we believe it is the best path forward for Twitter shareholders.”
Parag Agrawal, CEO of Twitter, said, “Twitter has a purpose and relevance that affects the entire world. Deeply proud of our teams and inspired by work like never before. It’s more important now.”
“Freedom of expression is the cornerstone of a working democracy, and Twitter is the digital town square where issues important to the future of humanity are debated,” Musk said. “I also want to make Twitter better than ever by enhancing the product with new features, making the algorithms open source to increase reliability, defeating spam bots, and validating all Twitter has huge potential – I’m looking forward to working with the company and the user community to unlock it.”
Terms of Trade and Funding
The transaction has been unanimously approved by the Twitter Board of Directors, which is expected to close in 2022, subject to approval by Twitter shareholders, receipt of applicable regulatory approvals, and response. meet other customary closing conditions.
Musk has secured $25.5 billion in fully committed debt and margin loan financing and is providing approximately $21.0 billion in equity commitments. There are no financial conditions to close the transaction.
For more information on all terms and conditions included in the final transaction agreement, please see Twitter’s Current Report on Form 8-K, to be filed in connection with the transaction.
First quarter earnings results in 2022
Twitter plans to release its fiscal 2022 first quarter results before the market opens on April 28, 2022. Due to pending trading announced today, Twitter will not be holding a corresponding conference call.
Adviser
Goldman Sachs & Co. LLC, JP Morgan and Allen & Co. are serving as financial advisor to Twitter, and Wilson Sonsini Goodrich & Rosati, Professional Corporation and Simpson Thacher & Bartlett LLP are serving as legal counsel. Morgan Stanley is acting as the main financial advisor to Mr. Musk. BofA Securities and Barclays are also acting as financial advisors. Skadden, Arps, Slate, Meagher & Flom LLP are serving as legal counsel.
This story is evolving. Check back for updates.
