Twitter Takes Poison Pill In Order To Outmaneuver Elon Musk Takeover

I never found corporate law a particularly exciting subject, but there was never a case until now where a billionaire autocrat was looking to take over one of the two social media goliaths on the planet and become the de facto Big Brother. Or, such is how I perceive what has been characterized as a “hostile takeover” of Twitter by Elon Musk, vis a vis the latter’s cash buyout offer of over $43 billion, at $54.20 per share.

Twitter is not leaping to take the offer, oh joy oh joy, and in fact they have taken a defensive measure, known as the “poison pill.” That’s a term describing a means by which Twitter’s existing shareholders have time to purchase additional shares at a discount, thus diluting Musk’s ownership stake. Axios:

The big picture: Musk disclosed a 9.2% stake in Twitter earlier this month.

• He then announced he was joining the company’s board of directors and began proposing several changes to the platform, including turning the company’s headquarters into a homeless shelter.
• Musk has repeatedly said he believes Twitter is “failing to adhere to free speech principles,” and even proposed creating a rival platform, on which “free speech and adhering to free speech is given top priority.”
• He later backed out of joining the board and offered to purchase the company for $54.20 a share, though he did not specify how he planned to pay for it.

What they’re saying: Twitter said in a statement that “its Board of Directors has unanimously adopted a limited duration shareholder rights plan. … The Board adopted the Rights Plan following an unsolicited, non-binding proposal to acquire Twitter.”

• “The Rights Plan will reduce the likelihood that any entity, person or group gains control of Twitter through open market accumulation without paying all shareholders an appropriate control premium or without providing the Board sufficient time to make informed judgments and take actions that are in the best interests of shareholders,” the company added.

I think this takeover of Twitter by Elon Musk is a major story. Next to the war in Ukraine, it is probably the most major story affecting this world as a whole. If someone like Musk could get control of an instrumentality like Twitter, the repercussions could be disastrous. If you doubt the truth of that statement for one moment, just take a look at the chaos we dwell in today, consumed by conspiracy theory and disinformation, and how all of that has grown in the past six years or so, when another billionaire autocrat got control of an instrumentality he shouldn’t have had, either, namely the White House.

I don’t know about you, but for me, once bitten is twice shy. Just as a side note, you noticed above where Musk was thinking of a competing platform? He hasn’t made an offer to Truth Social, isn’t that interesting?