SAN FRANCISCO | Elon Musk has again changed his mind: the boss of Tesla finally offered Twitter to buy the social network at the price agreed in April, two weeks before the trial scheduled between the two parties on this eventful acquisition.
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The businessman “intends to conclude the transaction envisaged by the takeover agreement of April 25, 2022”, according to the terms provided, wrote his lawyers in a letter addressed to the Californian group on Monday, and filed Tuesday with the American stock market policeman , the SEC.
The only condition expressed in the letter: the end of the legal proceedings in progress before the specialized court of Delaware.
The title of Twitter took more than 22% at the close of the New York Stock Exchange, after being suspended all afternoon “pending information”, after an article by the Bloomberg agency which revealed this rebound.
Elon Musk had offered in the spring to acquire the platform for 54.20 dollars per share, thus valuing it at 44 billion dollars. The board of directors, very reluctant at first, ended up accepting.
But the whimsical entrepreneur unilaterally returned to this agreement in July. Twitter had then launched lawsuits to force him to honor his commitment, and everything indicated that he was well positioned to win.
On Tuesday, the group confirmed in a brief press release “to have received the letter” and to have the intention “to conclude this transaction” at the defined price.
“X.com”
“It’s a clear sign that Musk recognizes that his chances of winning (…) are very low and that the 44 billion buyout was going to have to happen one way or another,” reacted the analyst. Dan Ives of Wedbush Securities.
Elon Musk had bombarded Twitter with criticism before and after signing the contract, accusing the platform of censoring users.
He justified his backtracking by saying that the proportion of spam and fake accounts on the platform was well over 5%, the figure put forward by the San Francisco company.
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The trial was supposed to be held from October 17 to 21, but it will not take place if Twitter accepts this new offer.
The multibillionaire did not say why he had changed his mind, but split a cryptic tweet: “Buying Twitter is an accelerator to create X, the app for everything”.
X.com was an online banking startup co-founded by Elon Musk in 1999, later integrated into PayPal. The boss of Tesla (electric cars), SpaceX (rockets) and Neuralink (brain implants) bought the domain name in 2017.
In August, asked on Twitter about the possibility of creating his own social network, he replied “X.com”.
“I have kind of a grand vision for what X.com or X company could have been (…) I don’t need Twitter, but Twitter could probably speed it up three years. I think it’s something that could be very useful for the world, “he also elaborated during the general meeting of Tesla.
“Armoured Contract”
“According to some speculation, Musk could have had to pay substantial interest if he had appealed, and therefore had to pay much more than the $54.20 per share,” comments Adam Badawi, professor of business law at the university. from Berkeley.
The Musk clan seemed to have gained a point when Peiter Zatko, the ex-Twitter security chief who was fired in January, accused the group of major security breaches in late August, in a report submitted to US authorities.
But during preliminary hearings, the multi-billionaire’s lawyers seemed to struggle to substantiate the charges on the automated accounts.
The ball is now in the court of the blue bird, which will require “a shielded contract this time,” said Adam Badawi. “They’re going to want Musk to advance a good chunk of the total sum” before signing, he adds.
Some six months after the start of the saga, the possibility that the richest man in the world will become the owner of Twitter is therefore again in the news, to the chagrin of many users and politicians.
The April agreement had indeed been greeted with a lot of emotions, from the anxieties of the left to the joy of the right at the idea that Elon Musk would relax the rules and the moderation of content.
“The platform will become an engine of radicalization if it delivers even a fraction of what it promised,” Angelo Carusone, president of the NGO Media Matters for America, said in a statement Tuesday.
An assiduous seduction, an engagement announcement, then a brutal breakup and finally a twist: Elon Musk blew hot and cold around a possible takeover of Twitter.
Participation
On April 4, Elon Musk revealed in a document filed with the SEC, the American stock market regulator, that he had acquired nearly 73.5 million shares of Twitter common stock, or 9.2% of the company’s stock market value. , which flies off to Wall Street.
The next day, the general manager of the social network, Parag Agrawal, announces that the boss of Tesla has joined the board of directors of Twitter, before indicating on April 10 that Elon Musk has renounced to sit on it.
The offer
And for good reason, the whimsical businessman formulates on April 14 an offer to buy back the entire company at a unit price of 54.20 dollars per share. He indicates that it is “his best offer and his final offer”. She then values Twitter at around 44 billion dollars.
Twitter initially resists, announcing on April 15 that it has adopted a so-called “poison pill” clause, according to which the Californian group is ready to sell off its shares for all other shareholders in order to prevent Musk from easily redeeming its securities.
But the board of directors of the group ends up yielding and announces on April 25 a final agreement of takeover by the businessman of South African origin.
Fundraising
On April 29, the SEC reveals that Musk sold 9.6 million Tesla shares for about $8.4 billion.
On May 5, the leader claims to have also secured $7.14 billion in funding, thanks to investors including Oracle co-founder Larry Ellison and Saudi prince and businessman Al-Walid bin Talal.
Musk sows doubt
Then the case becomes more and more murky. Elon Musk first assures on May 10 that he will allow Donald Trump, who had been banned from Twitter after adding fuel to the fire during his supporters’ assault on the Capitol on January 6, to reinstate the social network.
On May 13, he indicated that he was suspending the takeover because of his concern about the real number of fake accounts on the social network, causing the group’s share price to plunge by around 20%. The same day, however, he said he was “still committed” to buying the network.
On May 16, to Parag Agrawal who tried to explain on Twitter the measures taken to fight against fake accounts, he replied with an emoji in the shape of poop.
He threatens again on June 6 to withdraw his offer because the social network “actively resists” his requests for information on spam and fake accounts, which the platform denies.
On June 16, he had a mixed exchange with Twitter employees, ensuring that he was aiming for one billion users and insisting on his ambition to reduce moderation on the site, worrying employees.
Renunciation… and rebound
Finally, on July 8, the boss of Tesla and SpaceX informs Twitter that he is terminating the agreement because of “false and misleading statements” by the company on the fake accounts. Twitter’s board of directors announced legal action to enforce the terms of the agreement.
On July 12, arguing that Elon Musk’s strategy is “a model of hypocrisy” and “bad faith”, Twitter initiates proceedings before a court specializing in business law.
On October 4, Twitter’s action is suspended after Elon Musk offered Twitter to buy the social network at the price agreed in April.