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Isn't that kind of the story of Twitter thus far already? Certainly on the financial front they never seemed to have much of a plan, and on the product side things always seemed like a bit of a mess to me as well.

Some fresh leadership might not be a bad thing for Twitter. Whether Musk is the right person for that...



What these comparative analyses keep missing is that Musk Twitter is an LBO company with billions in loans on its books. It's private, which takes public shareholder pressure off, but it's also directly losing billions of dollars in debt service. The pressure to generate some kind of stable income, soon, is probably immense.

It's worth keeping in mind that despite the brave face, Musk didn't want to buy Twitter. In fact: he desperately didn't want to buy Twitter. He's been forced to do so by the Delaware courts.


> he desperately didn't want to buy Twitter.

I think it's more precise to say he acted as if "he desperately didn't want to buy Twitter.".


>Musk didn't want to buy Twitter.

He did but not for this price...


No, he just tried to use the courts to leverage a better deal. Imo, he always intended to buy Twitter, it was just part of the dance.


That would be more plausible if he hadn't savaged the company for months, degrading its value, prior to being forced to consummate. It's below the threshold for plausibility now.

It's probably more or less the case that for the next several years, it will be difficult for Musk to do any big-ticket M&A, despite having some of the biggest pockets in the business, without agreeing to exceptionally seller-friendly terms. All because of how he handled an acquisition of a flailing media company that it is very unclear that he wanted in the first place.


I don't think that's quite right, or rather you're presenting it incorrectly. When musk proposed the twitter deal he was already in the state where any acquisition that he proposed would necessarily be under exceptionally seller-friendly terms, that's why the twitter deal was such. If he already had had to present such terms at that time, what more terms could his proposals possibly provide now after this bullshit?


He had to buy Twitter under exceptionally seller-friendly terms, because Twitter didn't want to change hands or be taken over by Musk; that's the month of drama leading up to the M&A debacle.

What I'm saying is that he'll be getting exceptionally seller-friendly terms from everybody, for years to come, because in the course of this supposed "negotiation" he repeatedly breached the terms of the acquisition agreement, publicly slagged the target over and over again, reneged on the deal, and brought a horseshit case to the Delaware Chancery Court to try to avoid performance when the target held him to the deal he agreed to. Every other company is going to notice that (it's one of the most noticeable things to happen in business in 50 years!), and nobody is going to trust him.

I don't believe he did all of that as a negotiating ploy. If he wanted to get the price down, all he had to do was wait before agreeing to an ironclad, overpriced deal. In fact: "waiting" is what he ended up trying to make happen anyways!

This wasn't a negotiating strategy.


No, he signed a contract to buy something with no contingencies at what everyone quickly came to realize was 2x to 3x what it was worth.

Twitter’s management, acting in the best interest of their shareholders, used the court to force him to hold to the contract when he tried to walk. Musk decided to buy the company for the agreed on price rather than have that imposed on him by court order after (more) embarrassing discovery.

Seeing Musk as a business genius in this deal requires ignoring nearly every event in the saga.


There is an opt out of 1bn. That is the only thing he would pay if he wanted to walk...


Nope.

There was a provision that Musk would be on the hook for $1B if a third party (e.g. regulators) blew up the deal in a couple enumerated ways. No such option was available to Musk himself.

https://www.cnbc.com/amp/2022/05/13/elon-musk-cant-just-walk...


Read the actual SEC link. No one will pay 43bn is he can even pay 2bn and out!

It is embedded on this link https://www.theverge.com/2022/7/8/23201004/twitter-to-sue-el...


Right, the limited circumstances for termination were outlined in section 8.1 of the offer agreement:

https://www.sec.gov/Archives/edgar/data/1418091/000119312522...

“Pay $2B and out” was not a choice available to him.


It wasn’t an “opt out”, the termination fee was only available under several specific circumstances, neither of which applied to the facts at hand. He was never permitted to walk for $1 billion.


No, there wasn't. If he could have paid $1b to be out of this deal, he would have.


He did not even offer to pay it, that was the reason for the law suit.

anyone who actually think he was forced to pay 43bn when he could have paid 1bn. (even 2bn) are just not thinking correctly.

https://www.theverge.com/2022/7/8/23201004/twitter-to-sue-el...


You are reading the terms of the deal incorrectly. He had the option to pay 1b only under the specific case that his financing fell through. That never happened, quite the opposite the banks backing this deal have been adamant that they were ready to go but Musk was dragging his feet.

Meanwhile, Musk was getting absolutely savaged in the Delaware chancery court and they were just in discovery. He was going to lose and that would be more embarrassing (somehow) than this outcome.

All because he went off half cocked and didn’t write bog standard contingencies into his offer.

He’s come off looking like an absolute simpleton in this and that’s the better outcome for him than if the court case had proceeded.


You do that BEFORE legally committing to a purchase price, not after.

He thought he could get away with an "epic troll" for his acolytes to croon over, like the stock price manipulation Tweets. Turns out the Delaware courts have teeth.


I agree. We know they were meeting to discuss a lower price throughout the process, but no agreement was reached. Not surprising if Twitter felt they were very likely to win, why accept less? But they did discuss it.

It's more accurate to say Musk didn't want to buy Twitter for $44 billion. His timing on his bid really sucked. He might have saved half or more if he'd waited a few months.


What baffles me is that he would have just followed the tried and tested procedures of acquiring a company he would have paid less and would have had a chance to reconsider if he reaely wanted to during due diligence.

Instead he made a take-it-or-leave-it offer with a ludicrously tight schedule and locked himself into an unfavorable deal without any obvious reason.

I am certain there is a bad decision in there sometimes and I'm wondering what it it might be.

A small part of me thinks that maybe he was uncertain and scared that he would back out so he took that option off the table preemptively.


Did he get a better deal? Looks like he still had to pay the $54 per share price.


It is joke being taken seriously that he was forced to buy it. No one will spend $43bn to avoid paying 1bn (opt out fee)

He decided to buy because he feels its better to own it.


That wasn't a general purpose "whoops, takesie backsies" clause, it was contingent on financing falling through for an otherwise best-effort deal.

Those sort of breakup fees are to give the company some compensation for non-bad-faith purchasers having external problems, because a failed acquisition is still an expensive thing for a company to have gone through in those situations. A cold-feet buyer throwing shit at the company in public even though he has the means to close the deal? Different story.


> It's worth keeping in mind that despite the brave face, Musk didn't want to buy Twitter. In fact: he desperately didn't want to buy Twitter. He's been forced to do so by the Delaware courts.

I haven't had a lot of good things to say about Musk as of late but I think this might be an exception, this kind of fortitude is something we should all strive to have. When cornered, he at least didn't complain or cry too much, he actually bit the bullet and has a very convincingly brave face on indeed.


I honestly can't think of a worse example of fortitude than Elon Musk's handling of the Twitter deal, which he entered capriciously, repeatedly violated terms he agreed to, ultimately reneged on the deal, and had to be forced by a court to uphold.


I think that’s potentially charitable - arguably he pumped out some pro Russia tweets to try and get the deal flagged as against national interest to blow up his financing. He wanted pretty badly for this not to happen including trying a couple of 3D chess moves


Uhh, if you've followed any of the Musk/Twitter drama over the last few months there was much whinging and crying


lol. It definitely takes courage to knowingly mismanage $44 billion.


>Whether Musk is the right person for that...

If he's unsure about that, he can hire Zuck which might be free from contract soon if we look at how Meta stock is trading.




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