Twitter users woke up on April 4th and the words “Elon” and “Elon Musk” were trending on the site — not because the world’s richest, most-followed businessman caused a stir with his future companies, Rather because he disclosed a major stake in Twitter.
Suddenly, Musk was Twitter’s largest individual shareholder, with over 9% of the company, and speculation arose about how he would affect the network’s future.
He used to tweet frequently to improve the social media platform. The next week, Musk accepted an offer to join Twitter’s board of directors and, in a sudden reversal, left the company’s management, employees, investors and interested observers to speculate about his plans, five days later that day. Rejected the offer.
On April 25, Twitter and Musk said they had reached an agreement for the billionaire to acquire the company and take it private.
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He expects the deal to be completed by the end of the year, and much could happen before that. As the news progresses, here’s a look at what’s happened so far:
January 31: Musk begins building up his stake
Musk quietly began buying Twitter shares on January 31. By March 14, Musk had amassed more than a 5% stake, after which he was required to disclose the activity to the Securities and Exchange Commission (SEC), and by extension, the public.
Musk missed the deadline to notify the SEC by 10 days. Since the second stake in Twitter’s share price was disclosed, it was able to collect more on the cheap by not disclosing – a wrong move that would later trigger a shareholder lawsuit.
March 24: Musk begins criticizing Twitter on Twitter
With his stake still a secret, Musk began tweeting criticisms of the company in late March.
“Concerned about the real bias in the Twitter algorithm that has a major impact on the public; the Twitter algorithm must be open source,” Musk tweeted on March 24.
“Free speech is essential to a functioning democracy. Do you believe that Twitter strictly adheres to this principle?” Musk asked his Twitter followers in a poll posted on March 25.
“Is a new platform needed?” “Seriously considering this,” Musk asked in a tweet on March 26.
Several users who commented on the Tesla CEO’s tweet recommended that he consider buying Twitter instead. Soon he would find out that he was already acquiring shares.
April 4: Musk’s stake goes public, and he is invited to join Twitter’s board
Musk’s filing listed him as a passive investor, and yet, soon after it went public, he began tweeting business proposals for the social media company.
Musk posted another poll on Twitter asking users to vote on whether they wanted the company to add an edit button that would allow people to change tweets after they were published.
Twitter CEO Parag Agarwal urged users to “vote carefully” on the poll. “The results of this election will be important.”
By the end of the day, Twitter invited Musk to join the board. Musk indicated that he would sign a deal that stipulates that he cannot own more than 14.9% of the company’s stock.
April 5: Musk becomes active investor
In the morning, several members of Twitter’s board took to the stage to congratulate Musk on his decision to join the ranks. Agarwal tweeted that the company and Musk had been chatting for weeks.
Agarwal’s tweet prompted people to question why someone in the discussion to become a director would file as a passive investor.
Later that day, Musk again rejected the disclosure of his stake to classify himself as an active investor, making changes only after indicating that he would accept a seat on the social media company’s board. .
April 9: Musk turns down board seat
The day Musk was due to officially join Twitter’s board, Musk informed the company that he would decline its offer. But, Twitter sat on the news for nearly 36 hours while waiting to see if Musk would change his mind.
Twitter’s investor relations website listed Musk as a board member throughout the weekend.
During that time, while the public was still thinking that Musk was ready to join Twitter’s board, Musk tweeted a number of indirect criticisms and suggestions for the company. Musk asked his followers, “Is Twitter dying?”
Musk suggested that anyone who signs up for Twitter Blue, a subscription version for power users, should receive an authentication checkmark. He suggested Twitter should turn its San Francisco headquarters into a homeless shelter “because no one shows up.” And he made some crass jokes suggesting to remove the “w” in Twitter.
April 10: Twitter made this news public
Agarwal sends a note to employees, and later tweets it publicly. Neither Agarwal nor Musk gave a reason for the turnaround.
Read more latest Twitter news here.
April 11: Speculation abounds
Musk filed an amended disclosure with the SEC. Now he can buy as many shares as he wants. Without a board seat, he no longer has to act in the best interest of Twitter shareholders.
At Twitter, which doesn’t have a founder with majority control like other tech giants, employees are “super stressed,” worried it’s only the beginning of the whiplash.
April 14: Musk offers to buy the entire company
In an SEC filing and accompanying tweet, Musk said he would buy out stockholders and take Twitter private in a $43 billion cash deal.
The offer is $54.20 per share, which is a 54% premium over the price when it began building its stake in January. The number is also an obvious (and not-too-subtle) reference to Musk’s failed bid to take Tesla private in 2018 for $420 a share — and of course, to a particular number in pot culture. Morgan Stanley has been brought in to advise on the bid, which Musk describes as his “best and final”.
April 15: Twitter adopts ‘poison bullet’ to stop Musk takeover
To thwart Musk, Twitter launched a so-called poison pill, a rights scheme that allows shareholders to buy shares at a discount if a shareholder has more than 15% ownership. This would effectively reduce the billionaire’s stake.
The objective of the scheme is to ensure that one pays a fair premium to all shareholders through open market accumulation, the company said in a statement. According to an acquaintance, Twitter is seeking interest from other parties, including private equity firm Thoma Bravo.
The company is known as Goldman Sachs Group Inc. Jack Dorsey, a friend of Musk, the founder of JPMorgan Chase & Co. Twitter, acknowledged in a tweet that Twitter as a public company has always been for sale.
April 16: ‘Twitter’s board has almost no shares’
In a flurry of tweets about the potential deal, Musk said, “With Jack leaving, the Twitter board collectively holds almost no shares,” so its economic interests don’t align with those of shareholders.
Dorsey replied: “It’s been a constant company laxity.” Dorsey is due to leave the board after his term ends at the next shareholder meeting on May 25.
Wow, with Jack gone, the Twitter board collectively holds almost no shares! Objectively, their economic interests simply do not align with those of the shareholders.
— Elon Musk (@elonmusk) 16 April 2022
Vanguard’s April 8 disclosure that he owns 82.4 million shares or 10.3% of the company fueled tweets that Musk is no longer a top Twitter shareholder.
April 19: Musk retains Morgan Stanley to consider leveraged buyout
The New York Post reports that Musk is set to invest up to $15 billion in his own cash and borrows against his Twitter stake to advance a deal.
April 21: Musk raises $46.5 billion in funding
Musk explores a tender offer for Twitter saying he has secured $46.5 in funding.
A filing with the SEC shows it has $25.5 billion in debt financing from Morgan Stanley and other financial institutions, including margin debt backed by its equity stake in Tesla and $21 billion in equity financing from itself. But whether the billionaire will sell part of his stake in one of his most prized companies to acquire Twitter remains to be seen.
April 24: Board discussed with Musk
The talks between Twitter’s board and Musk took place on Sunday and continued the next day. Once he presented details of his financing, the board began to take Musk’s proposal more seriously.
April 25: Musk will buy Twitter
Twitter agreed to sell Musk for an original offer of $54.20 per share. The deal, worth about $44 billion, will take the company private.
Musk said he would prioritize free speech on the site, open-source its algorithms, eliminate spam and add new features. Twitter said it expects the deal to close in 2022.
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