Elon Musk Looks to Exit his Twitter Takeover Deal – So What Now?


Elon Musk’s out, so what comes subsequent for Twitter?

That’s the query that everybody’s asking following Musk’s letter to the SEC late Friday, wherein Musk’s workforce suggested that they’re transferring to terminate his $44 billion takeover offer for the app.

The core subject, in accordance to Musk and Co., is that Twitter’s declare that solely 5% of its energetic customers are faux or spam accounts can’t be definitively confirmed, and with out such proof, Musk’s workforce is anxious that the fabric worth of the app is way decrease, as a result of you possibly can’t derive expanded worth from bots.

If Musk had been to, say, make eCommerce an even bigger focus within the app, the potential of such a shift is relative to what number of actual customers, spending actual cash, you possibly can really attain. On this sense, Musk is correct to query Twitter’s knowledge – however the issue is that there’s no excellent manner to measure faux accounts, so whereas Twitter is standing by its figures, there’s probably not a way for Musk to counter such, aside from by way of anecdotal examples.

Which Musk has tried, whereas Twitter has additionally given Musk all of the internal data access that it can, to allow Musk’s workforce to make their very own evaluation.

Evidently, that hasn’t helped to make clear the state of affairs, so now Musk is trying to stroll away from the deal completely, which might see issues go certainly one of three instructions.

  1. Musk walks away from the deal, and pays Twitter a $1 billion break price. Inside the unique phrases of the deal, Musk agreed to a $1 billion charge if he opted out of the deal at any stage. That’s the minimal that it will price Musk to exit the proposal – although many have additionally famous that it might be tough for Musk to abandon the deal completely, as a result of he waived a number of due diligence measures inside his unique proposal, so as to hasten the Twitter deal. That would see Musk held to his unique $44b supply no matter any change of coronary heart that he might need, whereas there are additionally some authorized situations wherein Musk can be compelled to pay billions in costs to Twitter if he had been to finish the association – although the precise quantity of such would have to be decided by a court docket. Both manner, Musk pays up, then leaves Twitter behind.
  2. Musk is compelled to purchase Twitter due to waivers within the unique contract. As famous, some market watchers keep that Musk shall be compelled to purchase Twitter both manner, due to the aforementioned waivers within the deal, although Musk’s workforce maintains that they negotiated access and information rights throughout the unique Merger Settlement in order that they might assessment key knowledge and data earlier than financing and finishing the transaction. The legalities of this facet might change into the important thing factor of a authorized push by Twitter’s board, which has vowed to hold Musk to his original offer.
  3. Musk agrees to purchase Twitter at a lower cost. One other chance is that Musk nonetheless buys Twitter, however at a lower cost level, with this newest push being a tactic to deliver down the provided value. Musk’s unique $44b supply values Twitter at $54.20 per share (Musk, in the event you haven’t heard, loves references to ‘420’), which is considerably increased than the present $37 per share that TWTR inventory is buying and selling at. Perhaps, by threatening to abandon the deal, that would immediate a renegotiation, which can nonetheless see Musk change into the Tweeter in chief.

These are the three potential outcomes proper now, all of which is able to price Musk cash – and none of which is especially good for Twitter, which has already begun readying for the Musk period, by switching up development methods, slimming down its executive ranks and pumping out in-progress function updates forward of any shift.

These selections have additionally shaped a part of Musk’s pushback, with Musk and Co. noting that Twitter has made important operational modifications because the deal was provided, which alters the make-up of the corporate, and what Musk is paying for.
Twitter would argue that these modifications are inside regular enterprise operations, however Musk’s workforce has flagged these as one other factor that it might use to extricate Musk from the deal.

And whereas abandoning the deal will in the end price Musk, from a monetary perspective, this factor has additionally been questioned, with a extra technical market principle additionally floating round that Musk by no means supposed to purchase Twitter in any respect, and that he was merely utilizing his Twitter bid as a way to sell off his Tesla options that were set to expire.

Musk offered $8.5b of Tesla inventory to fund his Twitter takeover bid, which he would have had bother doing and not using a believable purpose for such a promote-off. Now, Musk might exit the Twitter bid, pay the break price, and pocket $7.5b. That looks as if an enormous gamble, and a really public one at that, but when anybody had the audacity to pull it off…

So what comes subsequent?

We both see a renegotiation, a authorized battle of unknown final result, or Twitter accepts the $1b break price and strikes on.

The latter might be very tough, with the worth of the corporate now considerably impacted by the Musk push, and the following questions raised by him abandoning the deal. However it could even be the most secure route for Twitter to take – except it may swallow shaving billions off the unique promote-off quantity.

As a result of Musk’s workforce might properly have stable authorized footing, and Elon can afford the protracted authorized battle that will outcome, particularly given his Tesla choices promote-off.

I imply, the prospect of a protracted authorized battle doesn’t appear to be very daunting to Elon proper now.

Can Twitter show, definitively, that bots and spam make up solely 5% of its energetic accounts? Does it have to?

It might take many months to set up the solutions right here, which is able to make issues more and more uneasy at Twitter HQ.





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