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Elon Musk outlines $46.5 billion in funding for Twitter - The Washington Post

 2 years ago
source link: https://www.washingtonpost.com/business/2022/04/21/elon-musk-twitter-funding/
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Elon Musk says he’s lined up $46.5 billion to buy Twitter

In an SEC filing, the Tesla CEO also says he is considering a tender offer to acquire all outstanding shares of the social media platform

Today at 10:23 a.m. EDT|Updated today at 1:26 p.m. EDT
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Elon Musk, seen this month. (Ryan Lash/AFP/Getty Images)

Elon Musk says he has secured $46.5 billion in financing to acquire Twitter, signaling the Tesla CEO is serious about his bid to acquire the social media firm — and intends to back it up with his personal fortune.

The offer, made public in a filing Thursday, draws on a combination of loans and equity financing, but questions remain about how Musk will structure the deal and how Twitter’s board will respond. Still, it suggests he is willing to risk some of the lucrative Tesla shares that have made him the world’s richest person to acquire the platform Musk has described as a modern-day town square.

“It signals an increasing level of seriousness,” said Donna Hitscherich, a member of the finance faculty at Columbia Business School. “You’re ratcheting up the resolve with the hopes that at one point the other side will come to the table.”

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In the Securities and Exchange Commission filing, Musk listed three sources for the offer. The first two would be loans from investment bank Morgan Stanley, worth $13 billion and $12.5 billion, respectively. The third source is described as an equity commitment of $21 billion from Musk himself.

But it leaves him responsible for delivering $21 billion in cash on his own while providing no details on how he will come up with the money. Musk is ranked by Bloomberg as the richest man in the world ― with a net worth of $249 billion as of Wednesday. Much of his wealth is tied up in Tesla and the rocket-building company SpaceX, which he also helms as CEO.

Meanwhile, some Tesla investors have bristled at Musk’s proposal because it distracts from his responsibilities as chief executive and potentially takes momentum away from the world’s most valuable automaker.

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Twitter spokesman Brenden Lee said the company has received an “updated, nonbinding proposal” from Musk, which contains additional information about the original proposal and new information on financing. “The Board is committed to conducting a careful, comprehensive and deliberate review to determine the course of action that it believes is in the best interest of the Company and all Twitter stockholders.”

The offer marked a major escalation in a weeks-long battle by Musk to gain influence at Twitter, where he has more than 82 million followers. He quietly started buying shares this year to amass a more than 9 percent ownership stake, which briefly made him the company’s largest single shareholder.

The company offered him a board seat, something that would have prevented him from pursuing a hostile takeover, but Musk turned that offer down.

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Musk launched his hostile takeover bid last week, saying he thinks Twitter is essential to a functioning democracy.

“My strong intuitive sense is that having a public platform that is maximally trusted and broadly inclusive is extremely important to the future of civilization,” he said during a TED conference last week.

“I don’t care about the economics at all,” he said.

The social media company said the board would “carefully review the proposal to determine the course of action,” but it quickly moved to adopt a “poison pill” strategy to make growing his stake less desirable and make a controlling portion of shares more difficult to acquire. It has yet to formally respond to his bid.

Musk’s push to acquire Twitter is code-named “Project X,” according to the financial filings.

Yousef Squali, an analyst at Truist Securities in New York, said the terms of the offer suggests Musk may be alone in pursuing Twitter.

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“It’s interesting that nobody else has stepped up, meaning we don’t really anticipate a competitive bid to emerge here,” Squali said. “If there is a deal, then this is going to be it.”

If Musk succeeds in his surprise bid to buy Twitter, he will have an unprecedented array of tech companies under his helm. In the past decade, he has taken Tesla from niche automaker to one of the most valuable car brands in the world. SpaceX gained a nearly $3 billion NASA contract last spring to land its astronauts on the moon. He also owns several smaller companies.

Musk has hinted all week that he might pursue a tender offer to acquire all outstanding shares of common stock, tweeting “love me tender” over the weekend. Under such an arrangement, Musk would give public shareholders the chance to sell their shares at the offer price. If enough individual shareholders do so, he could acquire the company without the consent of the company’s board of directors.

Thursday’s filing confirmed that he is considering a tender offer, though it included few details on how it might be structured. The offer he made to Twitter’s board last week said he would pay $54.20 per share, which he called his “best and final offer.” That would value the company at roughly $43 billion, lower than the total amount of funding Musk outlined in the filing.

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But the filing Thursday seemed to suggest he would be open to modifying his terms. He “is seeking to negotiate a definitive agreement for the acquisition of Twitter by [Musk] and is prepared to begin such negotiations immediately,” the filing reads.

Twitter stock stood at around $46.50 per share by late morning Thursday, down about 0.3 percent. An offer of $54.20 per share would represent roughly a 16 percent premium.

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