Twitter (TWTR) shares halted on report Musk will go through with acquisition

Twitter's stock jumped today on news that Musk has reconsidered the deal and will go through with the $44 billion acquisition

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Elon Musk has reportedly changed his mind about the Twitter deal again and will now go through with his original offer to buy the social media company for $44 billion. 

Elon Musk seen here smoking a marijuana blunt on The Joe Rogan Experience podcast.
Elon Musk seen here in deep thought.
Source: The Joe Rogan Experience

Bloomberg reports that Elon Musk is once again proposing to buy Twitter for $54.20/share. The Tesla CEO sent a letter to Twitter affirming his decision to carry out the $44 billion acquisition. After months of trying to squirrel out of the deal, it has become very apparent that the billionaire entrepreneur failed to carry out proper due diligence before making the original offer back in April. Buyer's remorse is not cause for a break of the deal, and now the acquisition will likely go through despite Musk's best efforts in Delaware court.

Over the past month, Twitter and Musk's lawyers have been battling it out in Delaware. Twitter's lawyers have been rather transparent about the sticking point of monetizable daily active users (mDAUs) being the metric the company uses to measure its success. Musk has spent most of 2022 calling Twitter's management out for poor disclosure of the number of bots on the platform. Twitter provided even more disclosure on how activity is measured, but these were questions Musk should have been asking before agreeing to a deal at the end of the day.

While today's news may be the beginning of the end of this ridiculous period for Twitter shareholders, users of the social media platform are now staring down a future with Elon Musk in charge. Hopefully this transition of power goes smoother than that Optimus Robot demonstration this past weekend.

Twitter Investor Relations has confirmed the company's receipt of the letter from Elon Musk and intend to close the transaction at $54.20/share.


This article is only meant for educational purposes, and should not be taken as investment advice. Please consider your own investment time horizon, risk tolerance, and consult with a financial advisor before acting on this information.

Full Disclosure:

At the time of this article, Shacknews primary shareholder Asif A. Khan, his family members, or his company Virtue LLC had the following positions:

Long Twitter via TWTR shares

CEO/EIC/EIEIO

Asif Khan is the CEO, EIC, and majority shareholder of Shacknews. He began his career in video game journalism as a freelancer in 2001 for Tendobox.com. Asif is a CPA and was formerly an investment adviser representative. After much success in his own personal investments, he retired from his day job in financial services and is currently focused on new private investments. His favorite PC game of all time is Duke Nukem 3D, and he is an unapologetic fan of most things Nintendo. Asif first frequented the Shack when it was sCary's Shugashack to find all things Quake. When he is not immersed in investments or gaming he is a purveyor of fine electronic music. Asif also has an irrational love of Cleveland sports.

From The Chatty
    • reply
      October 4, 2022 9:56 AM

      Wait what

      • reply
        October 4, 2022 9:59 AM

        It could be that the price is good enough that eventually Elon Musk will make a profit on the whole thing if he's willing to wait to sell shares of Twitter stock.

        It also could be that he's in a bad position legally against twitter and he wants to avoid a lawsuit that ends up with him not having shares of twitter to eventually sell.

        I'm not sure what it is. He's an idiot for even expressing an interest in having so much control of Twitter. $44 billion is a bit steep for that sort of thing.

        • reply
          October 4, 2022 10:16 AM

          He’s gonna lose the lawsuit given what he signed, so he’s better off owning something versus nothing.

          • reply
            October 4, 2022 10:18 AM

            Yeah legally he's in a tight spot. He better pay up or the judge will force him to pay up along with punitive damages.

          • reply
            October 4, 2022 10:19 AM

            Exactly—he’s 100% gonna loose the lawsuit. He’s either got to pony up and buy twitter at the agreed price OR settle with twitter for like 15-20billion and *not* own them. I think twitter mgmt has no incentive to settle so Elon put his big boy pants on finally. Glad to see twitter will have yet another absent ceo.

          • reply
            October 4, 2022 10:27 AM

            I'm honestly in awe at how shitty his contract lawyers must be. He should have a gazillion outs. twitter did in fact misrepresent incredibly important data, but it's like he... waived all of that or something

            • reply
              October 4, 2022 10:28 AM

              Acquirers should do due diligence before signing the deal, not after Russia invades Ukraine.

              • reply
                October 4, 2022 10:34 AM

                Not sure what Russia invading Ukraine has anything to do with this lol.

                But yeah Elon absolutely should have done due diligence before signing anything.

                  • reply
                    October 4, 2022 10:53 AM

                    Oh wow I did not know about that.

                    That just shows how dumb Elon is about this.

                    lol

                • reply
                  October 4, 2022 10:43 AM

                  at this level of M&A, the lawyers have LOTS of circuit breakers to stop deals based on due diligence along the way.

                  elon apparently decided to use none of the fail-safes or waived them to get a better deal or something. twitter did completely fudge the numbers, and theoretically elon SHOULD be able to walk away easily.

                  punishing elon personally is one thing, I understand folks' motivation for having him be forced to buy twitter, but separating those emotions out... this is a super bad deal and I'm really curious why elon can't cleanly say "nope fuck you, you lied, deal is off"

                  • reply
                    October 4, 2022 10:49 AM

                    You read the text messages they released as part of the trial? Elon knew about the bots before he even offered to buy. He has negative legs to stand on.

                    He finally sobered up and is being smart about this. Helluva bender he went on, he’s got bragging rights for like the next hundred years on—you think impulse buying that $250k Lamborghini was a big deal?? Boooy let me tell you!

                    • reply
                      October 4, 2022 10:56 AM

                      he didn't sober up. tech sold off across the board just after the buyout agreement was signed, his fortune took a hit. we went from being an internet hero to a joke for buying twitter at a 30%+ mark up.

                      • reply
                        October 4, 2022 11:06 AM

                        I meant he’s sobering up now by dropping this lawsuit. He was gonna lose, why piss away more money on lawyers? Time to make some lemonade, he’s still gonna own twitter.

                        I still can’t fathom why he signed the deal at that price at that time. It seemed so outrageous and it still does. Buuut, I wouldn’t bet against Elon. It make take decades for this to payoff for him, but it wouldn’t surprise me if it does.

                        • reply
                          October 4, 2022 11:12 AM

                          his own ego is such a fucking disaster. I think he's punched out all his "get out of a thing" tokens from the SEC.

                          he has made WHOPPERS of claims about tesla and its stock and buyouts and all that. inflating twitter's value to 44 BILLION dollars is a complete fucking disaster and will be loooooooooonggggggggg after he's dead that even a fraction of that will be recuperated.

                          like you said, he's gotta make some fucking lemonade now, and he will freak out and drive people away from twitter in droves based on his "disruption" plans or whatever.

                  • reply
                    October 4, 2022 10:52 AM

                    You say it's a bad deal. Currently it is a bad deal for Elon but if he's patient and owns all of the shares of stock for the $44 billion he could eventually make a profit.

                    Eventually. I don't see it happening super soon but it definitely could happen.

                    He just has to be patient.

                  • reply
                    October 4, 2022 10:53 AM

                    because they didn't lie and/or elon knew it was a lie and made a hostile bid for the company. twitter didn't want to agree to the deal, but musk kept being an asshole about it.

                    here's a good piece about why/how musk fucked himself into having to go through with the buyout:
                    https://www.bloomberg.com/opinion/articles/2022-09-07/does-elon-musk-know-how-mergers-work

                    • reply
                      October 4, 2022 11:08 AM

                      that is a great article. it's amazing that "due diligence" had to come from a whistleblower though. twitter has been misrepresenting stuff and they know it, and are desperate to enforce the deal. I completely understand the shareholders' perspective. OF COURSE THEY APPROVED THIS DEAL.

                      musk is a major asshole and definitely thinks he's above and around the whole thing, just like the article insinuates.

                      And Twitter is an odd and broken company, which is explicitly why Musk wanted to buy it, so it wouldn’t be hugely surprising if it was broken in particular ways that breached a standard merger agreement. Even if Musk is just looking for excuses to get out of the deal, that doesn’t mean he can’t find one.

                      like you said, musk also did hint that he alone has the magic formula to "fix twitter" and unlock its hidden potential, so in theory, he thinks twitter is UNDERvalued and he theoretically doesn't care about bots.

                      it's just super fucking weird that twitter did in fact bury the numbers and we had a full on whistleblower situation showcase how bad twitter has been run, which if I was elon, I'd want to back the fuck out too.

                      • reply
                        October 4, 2022 11:13 AM

                        If Twitter has been meaningfully misrepresenting stuff, how does it matter when Musk signed an agreement waiving all his back out rights, including the right to do his own diligence?

                        • reply
                          October 4, 2022 11:14 AM

                          if he did waive all that, yeah he's fucked

                          • reply
                            October 4, 2022 11:25 AM

                            He did, it's in the SSC filling that was submitted for the purchase

                      • reply
                        October 4, 2022 11:21 AM

                        The merger agreement contains a provision that allows Musk to walk away if Twitter’s securities filings are wrong — and this 5% number is in its securities filings — but only if the inaccuracy would have a “Material Adverse Effect” on the company. (See Sections 4.6(a) and 7.2(b).) That is an incredibly high standard: Delaware courts have almost never found an MAE. An MAE has to be something that would “substantially threaten the overall earnings potential of the target in a durationally-significant manner,” the courts have said; there is a rule of thumb that an MAE requires a 40% decrease in long-term profitability. If it turned out that 6% or 20% or 50% of Twitter accounts are bots, that will be embarrassing and might even reduce Twitter’s future advertising revenue, but will it be an MAE? No.

                        https://www.bloomberg.com/opinion/articles/2022-05-13/elon-musk-trolls-twitter

                  • reply
                    October 4, 2022 11:11 AM

                    This isn't about punishing Elon. This is about not letting rich guys get away with breaking the law. He signed a contract. All this nonsense you're saying about theoretically he should be able to walk away easily and he should be able to just say they lied is exactly that, nonsense. He waived his rights to due diligence. Twitter reported numbers the same way for years to their investors, numbers which Elon used to justify his original purchase price without doing any due diligence. He gets to pay his bill now, not walk away because he's mad he made a bad deal.

                  • reply
                    October 4, 2022 11:11 AM

                    What’s your evidence that Twitter did fudge the numbers to a material degree

            • reply
              October 4, 2022 10:46 AM

              the bot misrepresentation is debatable, and would have to have a major affect on the stock price to be used as an out. it doesn't help that the reason elon stated that he wanted to buy twitter was to fix the bot problem, so it could be argued that he knew anyway.

              as for shitty contract lawyers. if the worlds richest man says get the deal signed, they get the deal signed. they're not going to delay it by trying to cover his ass incase he changes his mind.

    • reply
      October 4, 2022 9:57 AM

      Well, that's one way to change up how the news cycle is writing about you.

    • reply
      October 4, 2022 9:59 AM

      Lol wat

    • reply
      October 4, 2022 9:59 AM

      Haha go figure

    • reply
      October 4, 2022 10:01 AM

      lol

    • reply
      October 4, 2022 10:01 AM

      After AI day he’s taken a pro-bot stance

      • reply
        October 4, 2022 10:04 AM

        he just realized that his ongoing PR disasters can be helped with all the twitter fake accounts.

    • reply
      October 4, 2022 10:03 AM

      hahahahahahaha what a fucking shit show.

    • reply
      October 4, 2022 10:22 AM

      Let Trump on there so I can quit Twitter forever

    • reply
      October 4, 2022 10:23 AM

      How do I pivot from looking like a Russian pawn?!? I know, I'll agree to do the thing I already contractually agreed to do!

      • reply
        October 4, 2022 10:33 AM

        Why do people think supporting Russia or giving them leeway at all is in any way a tenable view today? This is a country making veiled nuclear threats to us RIGHT NOW lol

    • reply
      October 4, 2022 10:24 AM

      Can't wait to see how free he makes the speech on there

      • reply
        October 4, 2022 10:32 AM

        I hope after he buys all that twitter stock it drops to ten dollars a share so that he will never make a profit on it. He would lose billions.

        • reply
          October 4, 2022 11:07 AM

          He's taking it private. It won't be traded any longer.

          • reply
            October 4, 2022 11:13 AM

            Hm well that would make it harder to make a profit.

            I dunno what he could do with it. Sell t-shirts that say "I lost my shirt on useless Twitter stock?"

            • reply
              October 4, 2022 11:17 AM

              All he can really do is crank up some revenue generating products and reduce costs. Then he could take it public again or sell parts to investors. Its pretty clear twitter is completely mismanaged. They have 7,000 employees. What in the hell are 7,000 doing working on Twitter?

              • reply
                October 4, 2022 11:20 AM

                Eh, whatever. He can do whatever he wants. But I think taking it private would be a very bad move for him financially.

                Eventually just selling the Twitter stock is his best move.

                • reply
                  October 4, 2022 11:23 AM

                  At some point I'm sure he will, but this whole ordeal is about taking it private. He said something along the lines that in order to fix Twitter and make it profitable its going to need some major changes, so drastic that it would not be able to happen with a public company. I'm sure the master plan is to take it private, fix it, and go public again and sell for a profit.

                  If he can do that remains to be seen.

                  • reply
                    October 4, 2022 11:37 AM

                    He's not legally obligated to take it private right? It wouldn't be glamorous or anything but that might be his out. Just don't take it private and right for price points and sell. He can't sell all of it at once but he could sell a portion each time.

              • reply
                October 4, 2022 11:23 AM

                He could also trim down that number of employees from 7,000 to something more reasonable.

                I'm not sure what is reasonable. 4,000 employees? I don't know. I guess Elon is going to find out how the sausage is made at Twitter.

      • reply
        October 4, 2022 10:42 AM

        Trump will be back on and truth social will fail.

        • reply
          October 4, 2022 10:54 AM

          Wow I’m surprised DWAC is only down 3% on this news.

      • reply
        October 4, 2022 11:12 AM

        Just freedom pouring from every orifice. Just guzzling freedom like there’s no tomorrow.

    • reply
      October 4, 2022 10:26 AM

      Whyyyyyy

    • reply
      October 4, 2022 10:55 AM

      I can't wait

    • reply
      October 4, 2022 11:05 AM

      he's gonna buy it and ban the Ambassador who told him to fk off

    • reply
      October 4, 2022 11:18 AM

      Wait does this men’s he’s gonna unban trump because fuck that

      • reply
        October 4, 2022 11:20 AM

        extremely likely, he will want to start monetizing MAGA shitlords *immediately*

      • reply
        October 4, 2022 11:30 AM

        I assume that will happen immediately, yes.

      • reply
        October 4, 2022 11:39 AM

        I already don't want to post on Twitter if he owns it, but if Trump's back? Deal breaker.

      • reply
        October 4, 2022 11:46 AM

        one thousand percent

      • reply
        October 4, 2022 11:50 AM

        Yes that way Trump can coordinate Insurrection 2: Bring Your Guns This Time

      • reply
        October 4, 2022 11:55 AM

        Elon is of the mind that the 'woke mind virus' is one of the top threats to society so he will be handing the reigns to the nazis to fix it

      • reply
        October 4, 2022 11:56 AM

        nah, he's probably going to ban the Ukrainians after they owned him so hard.

    • reply
      October 4, 2022 11:18 AM

      Maybe he’s mad he can’t ban pro-Ukraine people from replying to him and making him look bad

    • reply
      October 4, 2022 11:20 AM

      Leaking the musk's texts worked

    • reply
      October 4, 2022 11:21 AM

      Didn't he announce that he was going to go ahead with the purchase a out q week ago?

      • reply
        October 4, 2022 11:57 AM

        No, otherwise the stock would’ve jumped already like it did today

    • reply
      October 4, 2022 11:26 AM

      His lawyers might have made clear to him that his legal arguments sucked on a trial wouldn't be good for a lot of reasons

    • reply
      October 4, 2022 12:14 PM

      Sidenote, the head of axel springer publishing se, the company that bought politico and business insider amongst other shit was the one that pushed musk to bid for twitter with the suggestion that he would supply the people to run it for him. If you are not familiar with the name döpfner/springer the best analogy is german murdoch/newscorp conservative shitrags. Dubious at best malicious on a daily basis.


      • reply
        October 4, 2022 12:17 PM

        Jack Dorsey and others were pushing him to do it too

        • reply
          October 4, 2022 12:20 PM

          Yeah but his angle is obvious, most people are probably not familiar with axel springer.

          • reply
            October 4, 2022 12:23 PM

            He also pushed for an open source protocol like signal and getting out of the ad business. Springer uses its media far more insidiously than the kumbaya free speech bullshit popular with the techbros.

            • reply
              October 4, 2022 1:49 PM

              Wonder if people would use Twitter if there were no ads and they have to pay a small fee for using it.

              • reply
                October 4, 2022 1:59 PM

                that's how TweetDeck and Twitter Blue already work

                • reply
                  October 4, 2022 2:07 PM

                  Oh okay. I didn't know that. So I'm out of ideas officially.

                  Hope Elon Musk can find something that works.

    • reply
      October 4, 2022 12:48 PM

      Twitter: We received the letter from the Musk parties which they have filed with the SEC. The intention of the Company is to close the transaction at $54.20 per share.

      https://twitter.com/TwitterIR/status/1577380758192197632

    • reply
      October 4, 2022 12:59 PM

      Sweet and merciful Xenu, I have finally exited this hellscape of a stock holding. Made a nice profit, but happy to be out.

    • reply
      October 4, 2022 12:59 PM

      I'm assuming that this article from The Atlantic a couple days ago triggered him: https://www.theatlantic.com/technology/archive/2022/09/elon-musk-texts-twitter-trial-jack-dorsey/671619/

      The article is making the case that these SV millionaires/billionaires aren't rational brain geniuses, but instead are a bunch of hysterical dudes riding purely on vibes.

      Elon sure is proving them wrong with this move

      • reply
        October 4, 2022 1:01 PM

        They often got lucky, it's an example of the survivor fallacy

        • reply
          October 4, 2022 1:03 PM

          If they're not treated as the smartest people on the planet the entire mythology around the meritocracy and working your way up goes out the window

          If Musk isn't best because he's richest then how is some middle-manager gonna convince the team in the stockroom to up their packing rate??

          • reply
            October 4, 2022 1:59 PM

            I'm reminded of Michael Larson, the dude who made all the money on Press Your Luck. As a reminder, this is the guy who figured that squares got highligted was a repeating pattern and so if you just memorized the pattern you could rack up tons of money, free spins, more money, etc. The producers figured out what he was doing but he wasn't cheating, he was just really good and had cracked the code, so he got to keep the money he won (over $110k)

            https://en.wikipedia.org/wiki/Michael_Larson

            Anyways, what reminds me of this guy was when I saw one of the documentaries about the whole incident, one of the themes in the people who were his relatives and friends is that he was someone who thought he was smarter than everyone else, thought working for a living was for suckers and was always looking for the next get rich quick scheme, and he was pretty insufferable as a result. And the fact that he figured out how to do this thing with the game show and was successful at it was just reinforcing his views.

            Granted his story after that is pretty tragic - he loses some of his money in failed real estate investments, he took out most of his money in cash in $1 bills to try and win a radio contest (for a matching serial number on a $1 bill) and about $50k of it got stolen in a burglarly, he got involved in a fraud scheme and absconded to Florida where he died of throat cancer before the SEC could find him.

      • reply
        October 4, 2022 1:07 PM

        getting extremely rich being a contrarian once or twice is very dangerous for your brain's development

      • reply
        October 4, 2022 2:05 PM

        The Ukranian ambassadors telling him to eat shit on Twitter yesterday was probably also a catalyst. He went into "its Russian bots" mode when he got way more blowback than he's used to

        • reply
          October 4, 2022 4:54 PM

          lol. Russian bots that support Ukraine?

          • reply
            October 4, 2022 5:27 PM

            Its an excuse for "chaos agents" for anything one doesn't like. Really stupid.

            • reply
              October 4, 2022 5:42 PM

              Especially since NAFO is a non-bot organization. It's just people. Lots and lots of people.

      • reply
        October 4, 2022 7:56 PM

        “SV millionaires/billionaires aren't rational brain geniuses, but instead are a bunch of hysterical dudes riding purely on vibes.”

        Hahahah it’s true and that’s such an embarrassing way to paint it. You need to tweet that at Elon.

    • reply
      October 4, 2022 1:59 PM

      Ok some more details

      This is the letter Musk's lawyers sent to Twitter.
      It leaves him with some outs again, and more importantly is contingent on the lawsuit being stayed.

      https://twitter.com/chancery_daily/status/1577377535255613442/photo/1

      His offer means shit unless he buys

    • reply
      October 4, 2022 2:02 PM

      Do we know when the deal will close? That's the day I'll be deleting my account.

    • reply
      October 4, 2022 2:25 PM

      Okay, so NYsouthpaw took a look at the letter. Seems like this is more about stalling the litigation and avoiding being put on the stand at trial. The wording isn't a firm commitment to buy Twitter. He can still bail. https://twitter.com/nycsouthpaw/status/1577405771113189376

    • Zek legacy 10 years legacy 20 years
      reply
      October 4, 2022 4:48 PM

      I really fucking don't want Musk to have Twitter. This is the worst possible outcome.

      • reply
        October 4, 2022 4:57 PM

        Everyone should quit twitter to spite Elon.

        I don't know what WP or NYTs reporters are gonna do though. Maybe ask the baristas for gossip?

    • reply
      October 4, 2022 5:02 PM

      For the financial people out there: How the hell is this not market manipulation? Or is it and Elon’s just too fucking rich?

    • reply
      October 4, 2022 5:31 PM

      i mean he didn't have a choice right, it was already bought when he signed and waived his right to due diligence? the rest was just.... being pouty about it as far as I can tell.

      what a dum dum

    • reply
      October 5, 2022 3:27 AM

      If Musk turns Twitter into an alt-right shithole I intend to vote with my wallet and stop all my company’s media campaigns on the platform.

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