Readit News logoReadit News
ckastner · 3 years ago
I strongly feel that the spammers thing is smoke and mirrors.

The deal at $54.20 was maybe OK for him a month ago (it was great for Twitter because nobody else was interested at that price). Since then, Twitter reported disappointing numbers for the past quarter, and the entire market took a nose dive, with tech hit especially hard.

TWTR stock price was in the mid-30s before Musk's offer. Without the offer, and with the disappointing numbers, and with the recent market development, one could reasonably assume that the stock would be below 30 today.

Musk should just pay the break fee of $1bn, and renegotiate for $42.69 or whatever meme number he fancies. Why pay $42bn total for something when you can get it for $30bn.

dragontamer · 3 years ago
When Musk started selling his TSLA shares to buy Twitter, TSLA fell by like $200 or like 20%.

It was becoming obvious that to buy Twitter, TSLA value would have to decline severely. IIRC, Musk only got around to selling $8 Billion pretax before quitting.

Musk thought he could afford Twitter. He sells some TSLA and the market collapses, and he suddenly decides against it.

Everything else is smoke and mirrors. Musk doesn't have the cash for the deal anymore (maybe he never had the cash for the deal). I guess Musk is looking at the $1 Billion ejection clause now and trying to weasel around it.

But at this rate, it looks like Musk owes Twitter $1 billion cash for this broke deal.

mediaman · 3 years ago
The $1b is not a simple breakup fee. He can't just say, "I've changed my mind, here's $1b, the deal is off." It's not a $1b option to walk away.

The merger contract provides the option to pay $1b to walk away under only limited circumstances: either the acquisition is blocked by a government, or Musk fails to get financing for the deal. The latter can't really be easily faked: if he said 'sorry, I thought I had the money, but I checked my couch cushions and it turns out I don't,' and paid the $1b to walk away, Twitter would sue and this assertion that his financing broke down would be tested by the courts.

In fact, out of those limited allowances to pay the $1b and walk away, Musk is bound by the contract to 'specific performance'. That is, he's bound to actually do it. Pay the $54.20.

A good M&A analysis of the situation is below.

https://yetanothervalueblog.substack.com/p/quick-twtr-though...

heartbreak · 3 years ago
To further compound the problem, a significant chunk of Musk’s financing for the deal relies on leveraging (some of) his TSLA for a $12b or so loan. The loan mechanics require TSLA to maintain $740 or higher. When the deal was announced, it was $1,026. It has closed below $740 for the past two days currently at $728.
shmatt · 3 years ago
This is the pretty good point to all the "richest person" "net worth XX Billion" lists and calculations.

Most if not all of these people can't liquidate even close to their "net worth"

noelsusman · 3 years ago
I would be more inclined to believe this if every other similar company wasn't also taking a 20%+ hit right now.
belter · 3 years ago
This is the agreement:

PDF: https://d18rn0p25nwr6d.cloudfront.net/CIK-0001418091/e61e437...

I don't see mention of the number of Twitter users and investigation on fake accounts. I guess that falls under the misrepresentation of accounting section. It looks like a fairly standard acquisition/merger contract.

The mention of the 1 Billion penalty is however pretty easy to find.

jollybean · 3 years ago
It would be utterly, glibly and completely insane for Musk, or anyone, to buy Twitter outright with their own money.

Musk should be in for several billion, surely, but the rest of the money should have come fro Private Equity / Buyout partners.

I assumed that this was the case, not just him putting up Tesla stock as collateral.

anonu · 3 years ago
It seems like he only needed to put up $4bn of his own money. The rest of the financing was leveraged with loans. And some investors would also keep their shares (like the Saudis)

I'm pretty sure "funding secured" in this case.

jjcon · 3 years ago
>TSLA fell by like $200 or like 20%

Everything is down this year - TSLA isn't down as much as Ford in 2022... I'm not sure twitter had tons to do with TSLA stock being down.

loceng · 3 years ago
It will be hard to know how much TSLA's current value is due to this vs. how much is the current climate of the whole market.
caycep · 3 years ago
i mean...that's one way to get the next round of VC funding (or equivalents...)!
coding123 · 3 years ago
Well if his only goal was to get Trump back on the platform, perhaps it's better he loses 1bn and fail instead of 42b and Trump back on? - and even if he loses the billion, Trump might still get back on.
hathym · 3 years ago
I tought Elon is much smarter thatn that, he could have purchased twitter with TSLA stocks in an exchange deal without dumping them on the market.
RustyConsul · 3 years ago
Every step of the way some armchair comes up and concludes that Elon is broke and this deal won't go through.

Why wouldn't he put up more Tesla as collateral? How do you know he can't get more financing? How much BTC, Doge and eth does he have? No one knows how rich this man is, people need to stop acting like they do.

thedufer · 3 years ago
> Musk should just pay the break fee of $1bn, and renegotiate for $42.69 or whatever meme number he fancies. Why pay $42bn total for something when you can get it for $30bn.

That's not really how the break fee works. There's a specific performance clause that allows Twitter to force Musk to go through with the deal as long as he has the money (which, shockingly, seems to have come through). They'd only give up on that and take the break fee if the deal was truly over and they were prepared to say no to a lower offer.

ckastner · 3 years ago
I admittedly haven't checked the full agreement, but if that is the case, then the angle over the less than 5% spammers/bots makes even more sense, if that number was indeed part of the agreement.
Flankk · 3 years ago
I looked it up and the news seems to be reporting what you said, but it is not true. Section 9.9 of the agreement is contingent on a bunch of conditions being met, after which the deal is forced through if it is also funded. For some reason the media misreported it out of context. The break fee is paid by either Twitter or Elon, depending on who cancels the deal.
throwawaylinux · 3 years ago
Interesting. Is this deal public somewhere? Does it include any clauses relating to Twitter misrepresenting of their userbase?
mannykannot · 3 years ago
I am not a lawyer, let alone a securities lawyer, but from what I have seen over the years, I suspect that if he just backed out but did not renegotiate, or did not do so with a plausibly-acceptable offer, he would likely be sued by Twitter stockholders claiming his actions had done harm to Twitter's valuation - a claim which can at least be made even though the market is falling broadly. If that puts pressure on him to renegotiate, that pressure would seem to strengthen the Twitter board's hand in seeking a considerable premium over whatever the then-current valuation of Twitter will be.

It is not clear to me that the personal cost to Musk would be less than what he initially expected it to be, measured in units of Tesla stock, though I agree it could be less than if he completes the current deal.

As for the spammers thing, Musk waived an extensive due-diligence investigation, and now he is complaining about issues that should have been covered by that investigation.

itsoktocry · 3 years ago
>Musk should just pay the break fee of $1bn, and renegotiate for $42.69 or whatever meme number he fancies. Why pay $42bn total for something when you can get it for $30bn.

Perhaps because the board and shareholders will be far more inclined to reject an offer from Musk after he feigned buying it one time and backed out?

ckastner · 3 years ago
> Perhaps because the board and shareholders will be far more inclined to reject an offer from Musk after he feigned buying it one time and backed out?

He didn't feign anything. On the contrary, he's proved that he was dead serious about it.

All he'd be doing would be renegotiating the price, which is something that any reasonable person would do when the circumstances change so drastically (assuming, of course, that a renegotiation would be possible).

Don't think for a second that Twitter would walk away from Musks's offer if someone were to offer $60 a share.

JYellensFuckboy · 3 years ago
Is this legal? It seems like such a devious exploit.

1. Announce buyout (priced at a premium, of course) is "on hold"

2. Stock drops due to bad news

3. Re-negotiate for lower buyout after manipulating the stock to a lower price

542458 · 3 years ago
No, that's not legal. Trying to back out of this deal because market fluctuations caused the company to be worth less than he wanted would be very, very much against his contract.

He can only back out is Twitter's securities filings are so wrong that profit projections are more than 40% off (MAE standard) or he was unable to secure financing. Spambots being a bit higher than projected is not enough to break the contract, especially given that Musk waived due diligence and that the Twitter filings have always said that the bot number is an estimate. Elon Musk's lawyers are probably more than a bit panicked right now.

zerocrates · 3 years ago
Feels like you'd have to offer substantially more premium, or more breakup fee, or (probably) both, if you've intentionally broken your last deal and then you turn around and propose another.

Now that's premium starting from a lower base, but...

Also, it does feel a little "manipulation"-y to tank the price on news of you yourself trashing your deal, then taking advantage of that to make the same deal but cheaper?

Of course any analysis is assuming Elon actually means it and didn't just tweet this as a joke or on a whim.

kibwen · 3 years ago
> Also, it does feel a little "manipulation"-y to tank the price on news of you yourself trashing your deal, then taking advantage of that to make the same deal but cheaper?

Elon Musk's past behavior has shown him to be extremely comfortable with this tactic.

JeremyNT · 3 years ago
> Musk should just pay the break fee of $1bn, and renegotiate for $42.69 or whatever meme number he fancies. Why pay $42bn total for something when you can get it for $30bn.

I just assumed this is his plan here? He manipulates the market with his shenanigans and trash talking, lowers the price of Twitter by a massive amount, then buys it for a bargain.

fullshark · 3 years ago
He breaks, says his independent investigation says 5-30% of Twitter is bots. Price tanks even further than natural market would dictate. Buy at a much lower price.
abofh · 3 years ago
Twitter would pocket a billion dollars - ~5x its net cash flow for last year - why on earth would it sell for _less_ when it can invest that cash in just about anything? He'd be buying the company years of runway to build... whatever it wants - at that point I'd invest in twitter as soon as Musk's check cleared.

This isn't a renegotiation, this is him paying points on his mortgage for a lower rate - but where the points paid go towards the previous owners either way.

amptorn · 3 years ago
The offered price to buy Twitter is ~220 times its net annual cash flow? Something about that does not compute.
pclmulqdq · 3 years ago
The break fee is not an option, it's a penalty. Twitter can sue him to force the deal to go through unless it's off for a specific reason.
onlyrealcuzzo · 3 years ago
Musk is worth 2-3x Twitter. I'm guessing he can afford better lawyers to win this case. He also has much more at stake.
dkjaudyeqooe · 3 years ago
Musk didn't really think this through before he acted.

A great way to spend a billion!

dylan604 · 3 years ago
Does it stipulate that the billion has to be in cash? What if he trades rides to the ISS for the board members? If it doesn't have to be in cash, then it could cost Musk less than the number of the contract.??
myko · 3 years ago
It's more likely Musk never intended to go through with it but got caught up in his own bravado. Now reality is coming in hard. He was going to lose a lot on this deal.
brentm · 3 years ago
Without this deal TWTR could easily be $15-$20 right now.
pyinstallwoes · 3 years ago
It's probably with this highly evident fact: https://bird.trom.tf/elonmusk/status/1524909413462573058#m
nicce · 3 years ago
You always need to pay much more on payouts than the current stock price. There is no chance he could buy it for $30bn. Unless history and future predictions suggests that there is no chance for stock to grow in foreseeable future.
Saint_Genet · 3 years ago
I mena, he’s obviously rich as hell, but the imaginary la la land of his reported net work isn’t real. When it comes to actually forking over real money he can’t afford to buy twitter

Deleted Comment

gizzlon · 3 years ago
Did Hindenburg call it a few days ago? :

> As a result of these developments, we believe that if Elon Musk’s bid for Twitter disappeared tomorrow, Twitter’s equity would fall by 50% from current levels. Consequently, we see a significant risk that the deal gets repriced lower.

https://hindenburgresearch.com/twitter/

newaccount2021 · 3 years ago
Damage to Twitter is terminal even if Musk walks

The board and execs consented to a takeover by an ideological adversary...the company culture is smashed and will never return

If he walks, the stock craters and employees know the board is no longer invested in the future...if the deal goes through, employees will have to March to Elon's beat or be fired. Either way...bye Twitter

nickthegreek · 3 years ago
plus they just fired 2 high level employees yesterday.
rchaud · 3 years ago
This sounds like some kind of ancient samurai lore wrapped in traditions of sacrifice and nobility.....instead of a business deal happening in the United States of America.

"Consented to takeover by an ideological adversary" -- why, because Trump is banned? Is Musk going to try to bluff Facebook with an offer too?

What if the deal fails? How will Musk ever live down the dishonor?

gordon_freeman · 3 years ago
He specifically said this is his final offer and he does not want to do back and forth to negotiate the deal. Then why would he do it now? It would look like he is not keeping his word/promise by not respecting his "final offer". He should just admit that he paid too much for the deal and just pay up and move on.
rtkwe · 3 years ago
Yeah and he's said for half a decade now full self driving was coming next year. Never believe a Musk timeline.
pdevr · 3 years ago
>>Twitter deal temporarily on hold pending details supporting calculation that spam/fake accounts do indeed represent less than 5% of users

He is asking for proof that spam and fake accounts are less than 5% of total users. He obviously believes the number is much higher[1]. This does not seem to be a deal killer - he is just calling their bluff[2]. Maybe they are right. Maybe not. We will see. Interesting times!

[1] https://twitter.com/elonmusk/status/1517215066550116354

[2] https://www.reuters.com/technology/twitter-estimates-spam-fa...

itsoktocry · 3 years ago
>He is asking for proof that spam and fake accounts are less than 5% of total users.

Considering he said this was a big reason for his purchase, you'd think the world's smartest man would have had his team do this due diligence?

Instead, he mad an offer on a whim and put the deal together in a couple days. Brilliant.

bogantech · 3 years ago
> Considering he said this was a big reason for his purchase, you'd think the world's smartest man would have had his team do this due diligence?

How would he get access to that data beforehand?

user_7832 · 3 years ago
> the world's smartest man

Did you mean the richest? Or do you actually think he's the smartest?

rdtsc · 3 years ago
> Considering he said this was a big reason for his purchase

I guess that would be a function of how much Twitter had told everyone their percentage was. Improving Twitter’s 5% bot problem is different than improving it with 30% bots.

But, since we consider him the smartest man, he might actually be playing a game. He knew they would lie, or were for years, and put a clause in the contract about it and they fell into a trap.

Not sure who gets to pay the contract breakup $1B fee? It may be Twitter. That would be embarrassing. But then, they shouldn’t have been telling lies, if it turns out to be the case.

XorNot · 3 years ago
Unless the contract had a clause requiring this to be demonstrated if requested. In which case it's a good way to get out of it at to he last moment: activate the clause and put Twitter in trouble if they disprove their own statements.
micromacrofoot · 3 years ago
he knows it’s higher than 5%, everyone does

Deleted Comment

mpweiher · 3 years ago
> would have had his team do this due diligence?

What makes you think he didn't? So his team has a number, their team has a number.

The numbers diverge wildly.

nailer · 3 years ago
> Instead, he mad an offer on a whim and put the deal together in a couple days. Brilliant.

Do you think smart people don't make decisions quickly?

That is interesting.

JohnJamesRambo · 3 years ago
It feels absurd for this to come up at this stage in a deal.
Naga · 3 years ago
Agreed. This sort of issue has been public knowledge about Twitter for a long time. This sounds to me like an excuse to delay or get out with plausible deniability.
throwawaylinux · 3 years ago
Why? What is the deal and what stage is it up to?
onion2k · 3 years ago
This does not seem to be a deal killer - he is just calling their bluff

What does he gain by calling their bluff?

ceejayoz · 3 years ago
Getting out of the deal after the recent stock slump? Without the $1B penalty fee?
rendall · 3 years ago
Maybe negotiating tactic?
basisword · 3 years ago
Reduction in price.
RF_Savage · 3 years ago
Parhaps a lower price?
raverbashing · 3 years ago
I'm always amazed when that kind of question pops up. Because it shows how knowledge of basic business practices is less circulated.

If you're selling me a house and saying it's one size but in practice it's another you bet I'm taking it up with you! I can be happy to buy it as is (depending on the case) but this says a lot about the seller.

not2b · 3 years ago
He's not entitled to such proof. It isn't a condition of the purchase agreement.

His choices are: pay the original price, or pay the $1 billion cancellation fee. There might be a third choice: Twitter could offer to renegotiate, but they aren't obliged to. They could take the $1 billion instead.

RivieraKid · 3 years ago
OMG. I'm astonished that people still can't see through his lies and BS.

It took me about 3 seconds to realize that after the stock market crashed, Elon wanted to get a better price. The 5% stuff is just a random excuse.

abofh · 3 years ago
He doesn't want a better price, he wants to get out of a serious case of buyers remorse. The play has so far gone like:

- "I'm going to buy twitter", buys a bunch of shares, has to report it

- Board says "No", adopts poison pill

- "Fine, I'll make you let me buy you" submits a contingent but binding offer to the board.

- Board says, well, our duty is to the shareholders, you're offering a big premium, we accept, here's a bunch of terms to keep you from backing out without paying them something.

- "Ha Ha!" shouts Elon, "I've proven I can buy anything now!"

- Yes, yes, say the banks as they bind him and his companies stock to the tender offer, you can buy that, we just want TSLA stock, that's fine.

- Stock market looks at the situation and says "wat", down-values TSLA because their CEO is spending his time buying... a social media platform?

- Musk starts to see the writing on the wall and realizes if he can't make twitter substantially more valuable in the short term, he's on the hook for a large chunk of his personal wealth (which hurts) but also a large chunk of his company (which hurts the ego) and starts to suffer buyers remorse.

- "Ha ha" says the board, you can get out any time you'd like, we'd just like our 10-digit check.

- looks for an escape clause - maybe you committed securities fraud Mr. Twitter? Check again for me would you?

I mean, broad strokes, this has been the saga in front of us - rich man wants to do something silly, gets told no, gets more determined, and fights tooth and nail, and finally, regrets his decision.

So now, _either_ he was short-sighted and wanted to buy a company he'd failed to do due diligence on and is trying to get out of the purchase that way, OR he has heap big buyers remorse, pays a billion and gets out of it that way, or he becomes the proud partial owner of a social media company with limited network effects. Who knows, but he had already staked up 7% or so beforehand - so 3B give or take, didn't back down looking into their numbers then, and only _after_ ponying up another 35B did he think, you know, maybe this is a bad idea.

But I just got an air popper, so please, let the show go on.

SheinhardtWigCo · 3 years ago
Here's a fun and somewhat believable conspiracy theory:

What if there's internal data indicating that it's closer to, like, 30%?

In that case, a buyout offer conditional on a DAU audit is certain to expose that data, and that's checkmate for TWTR.

Musk can then either buy it at a massive discount, or use the enormous amount of free press to launch a competitor with mandatory device attestation.

ohgodplsno · 3 years ago
Also, his collateral for the buyout is Tesla stock, which took a 20% dip. If people believed he would truly buy at $54, they would let the deal go through and make bank. The fact that they are still selling down to $34 means that everyone is seeing through Elon's bullshit.
koolba · 3 years ago
IIRC, the breakup fee if the deal does not go through is $1B. Given the massive dive in the market, that’s peanuts compared to the drop in the “fair” price.
sidibe · 3 years ago
I'm pretty sure he never intended to buy it to begin with. He was just using it as a convenient excuse to sell some TSLA
kmos17 · 3 years ago
Yes he just wants an excuse to exit the deal because Tesla’s stock is tanking.
Msw242 · 3 years ago
Lies and BS?

If you could save a few billion wouldn't you?

It's a negotiation, and with the markets turning, he's got all the cards.

The cost of reneging is only 1bn, and the company would probably lose half it's market cap if the deal fell through

throwawaylinux · 3 years ago
You mean to tell me there are some unscrupulous people out there who want to pay less money for things rather than more? The horror!
mlindner · 3 years ago
> I'm astonished that people still can't see through his lies and BS.

Almost everything people believe about Musk is lies and BS. Do you have anything to back up what you're saying? Otherwise you're just adding more lies and BS on to the pile.

exodust · 3 years ago
> OMG. I'm astonished...

Why is wanting a better price such an issue? "The 5% stuff" is like when information surfaces about a faulty or inaccurate odometer reading on the used car you're about to buy. If tampered with, let's negotiate a new price.

Hackbraten · 3 years ago
Not everyone is interested enough in the US stock market to keep an eye on it. I haven’t even heard about a stock market crash before you mentioned it.
nailer · 3 years ago
> He obviously believes the number is much higher[1]

That reference - "If our twitter bid succeeds, we will defeat the spam bots or die trying!" - does not assert your claim.

phailhaus · 3 years ago
Elon already signed. There is literally no such thing as "putting it on hold." See Matt Levine's latest column, he can't even back out if it turns out there are more than 5% spam/fake accounts. [1] He's playing games because he's the richest man in the world and if you try to hold him accountable he will make your life hell. He's really shown his true colors these last few years, absolutely no respect for him anymore.

[1] https://www.bloomberg.com/opinion/articles/2022-05-13/elon-m...

xenospn · 3 years ago
I came to the exact same conclusion. He's turning into Gru, with his own little army of sad minions.
AshamedCaptain · 3 years ago
You can estimate yourself from the comfort of your own home how many accounts are spam. Just make a list of 100 random accounts. Truly random, not just "followers of X" or whatever. Then manually look each of them and classify as spam or not. There's your percentage.

If you want more accuracy, hire some people from say Amazon's Mechanical Turk and do 1000. 10k.

madrox · 3 years ago
I used this exact method a decade ago (thanks statistics 101) to estimate and got 10% with a minuscule margin of error. That was a decade ago though.
outworlder · 3 years ago
Some data here: https://botsentinel.com/
cm2187 · 3 years ago
Or perhaps it is linked to the firing of executives, that seemed to puzzle people.

Deleted Comment

tmaly · 3 years ago
By what criteria can you determine an account is spam/fake?

That seems like a difficult thing to determine.

piva00 · 3 years ago
Solving to detect the signal and solving to resolve the problem is the same solution... Paradoxical engineering.
jonny_eh · 3 years ago
> We will see. Interesting times!

I'm sorry, but what a worthless thing to say. I can't stand it when pundits say this.

spiderice · 3 years ago
The irony of this comment..
paulcole · 3 years ago
If this guy’s such a genius why didn’t he ask for proof sooner? He’s looking for any excuse to pull the plug.
jmyeet · 3 years ago
There's a lot of talk about how Elon is weaseling out of this. That may be true but you should know something about acquisitions. Typically there is a termination or breakup fee that one side has to pay for walking away or if the deal falls through. AT&T paid billions for the failed takeover of T-Mobile [1], for example.

The Musk Twitter deal has a $1 billion termination fee [2] on both sides. Now it's unclear on what conditions would trigger this exactly. In Twitter's case, it at least includes accepting another offer. On Musk's end, it includes if financing falls through.

So here's the $1 billion question: what happens if (as Musk might argue) Twitter made material misrepresentations about their business, specifically to do with how many users they actually have? This might be an out for Musk or it might not.

Personally I've long thought there are a huge number of fake Twitter accounts and Twitter is actively disincentivized from ever finding out if that's true or not. Put another way: they like their big numbers for active accounts, DAU and MAU.

But if Twitter is found to be materially misrepresenting those numbers, they have way more serious problems than if the Musk deal falls through. They've then opened themselves up to litigation by the SEC and investors that they materially misled investors.

Things could actually get really ugly for Twitter here regardless of what happens with the Musk deal.

If you think about it, this could be a relatively cheap way of mortally wounding Twitter. Make a buyout offer, get access to the books, prove they're lying about DAU/MAU, walk away with no termination fee paid, watch the executive team get sued into oblivion and the company tanks.

[1]: https://money.cnn.com/2011/11/24/technology/att_t-mobile_bre...

[2]: https://techcrunch.com/2022/04/26/elon-musks-twitter-deal-in...

amsilprotag · 3 years ago
I don't know how well this would hold up in arbitration, but he has repeatedly cited the existence of bots as a reason for buying and fixing twitter.

> If our twitter bid succeeds, we will defeat the spam bots or die trying!

April 21 900K likes

https://twitter.com/elonmusk/status/1517215066550116354

londons_explore · 3 years ago
4% of users could be very vocal and annoying bots...
_fat_santa · 3 years ago
I remember a few weeks ago when the deal was first announced. A bunch of folks reported that conservative accounts were gaining followers while liberal accounts were loosing followers. The analysis back then is this could not have simply been organic because of when the followers picked up and dropped off, basically looked like a script doing the work.

This led to the theory that Twitter might have way more fake accounts then it's leading us on to believe. There was some speculation that the "Less than 5% figure" would come to bite them in due diligence so they were panicking and dumping bot accounts. Now this...

I'm not saying these two events are related, but there does seem to be something fishy going on. My gut says it will come out in the next few days that Twitter has something like %10-15 of their accounts being bots rather than the initial "Less than 5%" figure.

pyinstallwoes · 3 years ago
Imagine if the old law of 1% applied here. That is on the internet, 99% of all content is generated by 1% of the users.

Now if we include "users" as "content" (bots, ai, scripts), we have a very brooding fringe theory similar to "dead internet theory."

In my experience... it's pretty obvious and prolific how much automation is in Twitter. It's basically a public cyber-war; you have state actors and non state-actors using military grade propaganda tools for 'reality framing' between military interests, government interests, and corporate interests.

gruez · 3 years ago
>The analysis back then is this could not have simply been organic because of when the followers picked up and dropped off, basically looked like a script doing the work.

Is there a link to this analysis?

samwillis · 3 years ago
> this could be a relatively cheap way of mortally wounding Twitter

Interesting idea, albeit very high risk, however what's the motivation? Say he's right, sure he walks away with $1B minus his legal fees. But if he looses, he own Twitter... but wanted to "mortally wound" it.

Not sure he needs to do something high risk like this for the potential of $1B, and based on how much he uses Twitter I'm not sure he wants to take it down.

jmyeet · 3 years ago
To be clear, I'm not even suggesting this is what Musk is doing. It's just an interesting thought I had about what someone could do.

But as for motivation for someone doing this, people have egos and when they have this much money, it essentially costs them nothing to exact revenge for no other reason than a bruised ego. Musk in parituclar is notoriously thin-skinned.

Remember when those boys in Thailand were being rescued from a cave following a flooding? Musk offered a submarine. One of the rescuers said something dismissive about it. Musk responded by calling him a "pedo guy" and then won the defemation suit by lying and saying it was South African slang, not an unfounded allegation the guy was a pedophile [1].

[1]: https://www.bbc.com/news/world-us-canada-50695593

fijiaarone · 3 years ago
Not every cunning idea has to be thought up in advance, and not every aspect of it needs to be devised by one person.

Perhaps some of Musk’s advisors dreamed up this strategy on realizing the dangers of “plan A” or even after the decision to back out was made.

itsoktocry · 3 years ago
>But if Twitter is found to be misrepresenting those numbers, they have way more serious problems than if the Musk deal falls through. They've then opened themselves up to litigation by the SEC and investors that they materially misled investors.

Well, yeah, this goes for every single public company (including Tesla).

nicce · 3 years ago
I am curious how they prove either of the arguments about fake accounts precisely. What is the definition of fake account and how to prove them? If they can prove some self-evident cases, it could be just the tip of the iceberg.
mikkergp · 3 years ago
It seems like there are 4 categories of Twitter users:

1. Blue checks

2. People who are “obviously” people (PII listed)

3. “Anonymous people”. I see a lot of theses, people with the name “iluvcrypt0” and an emoji of a Pokémon.

4. “Obvious” bots.

From looking at thread responses on twitter I think group 3 is probably the biggest, On the Luna thread someone posted to a link of posts that were implying they lost all their money due to Luna crashing, and it was a lot of group 3 posters. but of course each of these categories has a certain percentage likelihood that they are a bot. Im sure there are a few blue checks that slipped through and there are probably a few “obvious bots” who manually post.

The question is really the makeup of group 3. How many people who seem like anonymous users are actually bots, and can they prove that (when of course Twitter is incentivized to err low)

Also, either way, group 3 doesnt seem like they are contributing to the marketplace of ideas, they seem more like trolls/shit posters.

mbesto · 3 years ago
Also, if they already know there is X amount of bots, why don't they just...ummm...delete those accounts already?
sepiasaucer · 3 years ago
I don’t think you could easily prove Twitter is materially misrepresenting the number of bot/spam accounts. Presumably, it is just an estimate based on some combination of assumptions and statistical analysis. You might be able to create a significantly higher estimate, but that seems different than proving material misrepresentation.
moduspol · 3 years ago
It's rampant tin-foil hat speculation, but the ordering of events may not be what we've seen.

Yesterday the big story was that two higher-ups in Twitter were fired unexpectedly, one of whom was on paternity leave at the time. Some amount of shake-up is normal in these kind of conditions, but that doesn't rule out something more. Today Elon's pushing back, suggesting the 5% bot rate may be inaccurately low. It's possible the events are related, some misrepresentation was found while investigating the figures, and that's why the firings happened yesterday.

If that happened, it'd be in Elon's interest to draw attention to it and that the deal is "on hold," as Twitter will be on the hook for that $1 billion breakup fee unless they can renegotiate terms favorable to Elon. And even if the deal dropped completely, now Twitter implicitly will be on the hook for misrepresenting to existing investors the percentage of bots for however long they've been doing it.

I guess we'll see. The truth will probably be more boring.

Sebb767 · 3 years ago
> If you think about it, this could be a relatively cheap way of mortally wounding Twitter. Make a buyout offer, get access to the books, prove they're lying about DAU/MAU, walk away with no termination fee paid, watch the executive team get sued into oblivion and the company tanks

That's true, but what does Elon gain from destroying Twitter?

I'd argue that Twitter actually was (and still is) a big part in building his cult of personality. Sure, it has its problems, but I honestly believe that he thinks he can improve Twitter.

dlp211 · 3 years ago
Bots probably seem like they make a bigger part of Twitter's population b/c they will simply tweet more than the median user. I imagine that the majority, and perhaps the vast majority of Twitter users are mostly passive users, ie: they mostly consume tweets and seldom actually tweet themselves. In other words, high D/MAU, ~5% bots, but bot tweet volume makes up 30+% of actual tweet volume.
JohnWhigham · 3 years ago
1 billion to just to say "nah I actually don't want to do this". 1 billion for, after all is said and done, nothing to actually materially change. Does that sound supremely fucked up to anyone else? All that fucking money...and it just goes to whomever bank is financing this because nothing happened?

What a massively fucked world we live in.

Sebb767 · 3 years ago
Absolutely not. Imagine I want to buy your house for, let's say, 200k$ and sign the contract. So need to quickly find a replacement, move out, clear the legal stuff and probably miss work. Then, at the last moment, I back out. Don't you think 5k$ would be appropriate for all the now useless work and money spent on your side?

It's the same number with Twitter, just scaled up to the actual offer.

dabinat · 3 years ago
I interpreted this comment as not saying a $1 billion penalty is necessarily inappropriate for this particular deal, but it’s a waste of money in general to pay $1B to achieve nothing when that money could have been put to better use or donated to charity.
interestica · 3 years ago
I mean a lot has happened because of it. It's been a top news story across fields. It's affected Tesla stock. It's affected public perception of Musk. It has caused deeper analysis of the financial viability of Twitter. It has allowed new parties to get closer looks at Twitter's books. It may have left to the ousting of several Twitter execs. It has normalized a return of Trump to the medium.

Dead Comment

Traster · 3 years ago
Well this certainly makes what Parag did make sense. The market conditions have essentially dictated that Musk is now massively overpaying for twitter, and he's doing it from a weak position with the value of Tesla dropping. It would be insane for him to close at this price, and the other people who bought in to finance it will also be very hard to keep on board. So Musk needs to walk away at this price. The question is whether he can either find an out that doesn't involve paying the break up fee, or bully Twitter's board to accept a lower price. Given how Parag is behaving I think that's unlikely.

It's important to remember though, if Musk walks away and then comes back with another offer it's going to be extremely hard to convince of a new deal, since Musk no longer has any credibility.

The other thing to consider is that no one else wanted to buy Twitter for $45Bn. But let's say Musk walks away and Twitter drops back to where it should be at around $25 per share. Now you could easily see someone coming in and picking it up for $35-40 per share.

boringg · 3 years ago
I think that's why he's hunting for the less than 5 % spam accounts. If that isn't accurate I bet you it allows them out of the breakup fee.

Also probably difficult for Musk to go in at a lower price if the deal falls apart. Best and most likely only route forward for twitter ownership by Musk is probably board agreeing to a lower price but prices are sticky in peoples mind so might be tough times ahead.

minsc_and_boo · 3 years ago
>If that isn't accurate I bet you it allows them out of the breakup fee.

Not really. There's nothing in the deal contingent on this and Twitter has no fiscal or regulatory responsibility to report which accounts are fully human or not human. Having APIs and allowing bots shows that Twitter is open about having bot accounts.

mikkergp · 3 years ago
Yeah this is the main question in my head Im curious to see how it plays out. Assuming Musk comes back at a lower price that may be shrewd negotiating, but once he buys they’re out right? Taking a 20% haircut on your investment seems like something a lot of people may not swallow, especially if they think the market will turn around and trust Parag. Heck, there stock was like at 65 a year ago.
sillysaurusx · 3 years ago
To further expand on Parag: he might’ve fired his political enemies who expressed support for Elon.

Or at least that’s my theory. What was yours?

Traster · 3 years ago
My theory is that he is actually just acting like the deal won't close. The plans they put in place after the activist shareholder have largely failed and now the market conditions are way worse. So he's going to bring in some new people and make a big pivot to some other revenue streams. I don't know what that is yet, but I think that'll emerge over the next 6-12 months.
strogonoff · 3 years ago
I doubt the Twitter acquisition by Musk will go through, regardless of stated reasons.

China is the second biggest market after the US for Tesla sales—meaning CCP wields the power to decimate Musk’s wealth, which Tesla stock is the main source of. Musk knows Tesla’s position in China is fragile (like that of any Western company), and the Chinese government knows he knows that; it seems unlikely they will pass on newly found leverage when it comes to influencing discourse on Western social media.

By owning Twitter, Musk risks having to choose between his image as free speech maximalist and a large part of Tesla’s sales. From the outside, he doesn’t strike me as someone willing to sacrifice either. (He could implement some mechanism that gives CCP direct or indirect influence over Twitter without the public finding out, but that seems a bit far-fetched.)

So far there seems to be no mainstream Western social platform that stands to lose anything by ignoring CCP’s censors. We don’t see YouTube videos, Facebook posts or tweets taken down due to requests from Chinese government. Revenue from China is not a factor for any of their mother companies. I think that’s a good status quo to maintain.

StillBored · 3 years ago
I can't imagine any state, where this "deal" was anything other than a "I'm a bigger man than you" kind of thing. Probably fueled by some mind altering substances. All fine and dandy as long as its like a billionaire throwing a $100 bill at a bum, but when it turns out that it could sink his ship, or at least put him in serious financial trouble and threaten things he actually cares about, then he needs to find a way to get out of it.

I've been sorta a musk fan because he was willing to risk everything to pull off things that no one else was willing to take a risk on. OTOH, its patently obvious that he isn't some kind of genius, more like a gambler who managed a winning streak and somehow thinks its because they have a lucky charm. Maybe his biggest strength is that he is such a fine bullshitter he can detect it in others a mile away.

memish · 3 years ago
Why do people think they have a better idea of his abilities and contributions than those who know him personally?

John Carmack: "Elon is definitely an engineer. He is deeply involved with technical decisions at spacex and Tesla. He doesn’t write code or do CAD today, but he is perfectly capable of doing so."

Here's Kevin Watson, who developed the avionics for Falcon 9 and Dragon and previously managed the Advanced Computer Systems and Technologies Group within the Autonomous Systems Division at NASA's Jet Propulsion laboratory:

"Elon is brilliant. He’s involved in just about everything. He understands everything. If he asks you a question, you learn very quickly not to go give him a gut reaction.

He wants answers that get down to the fundamental laws of physics. One thing he understands really well is the physics of the rockets. He understands that like nobody else. The stuff I have seen him do in his head is crazy.

He can get in discussions about flying a satellite and whether we can make the right orbit and deliver Dragon at the same time and solve all these equations in real time. It’s amazing to watch the amount of knowledge he has accumulated over the years."

Garrett Reisman, engineer and former NASA astronaut:

"What's really remarkable to me is the breadth of his knowledge. I mean I've met a lot of super super smart people but they're usually super super smart on one thing and he's able to have conversations with our top engineers about the software, and the most arcane aspects of that and then he'll turn to our manufacturing engineers and have discussions about some really esoteric welding process for some crazy alloy and he'll just go back and forth and his ability to do that across the different technologies that go into rockets cars and everything else he does."

azemetre · 3 years ago
Wouldn't it be better to ask people who have quit Elon's ventures rather than people that rely on him for employment or those that rely on his services? Seems heavily biased.
mrtranscendence · 3 years ago
Eh. He sounds like someone who has a breadth of interests, but that doesn't necessarily make him a genius. Obviously you'll find complimentary statements regarding the world's richest man, and if he's a fairly nerdy one such compliments will often take the form of "oh he's so smart". Maybe he is super smart. But it's not clear to me how someone with a deep knowledge of the matter could've said, in 2015, that 2018 would bring cars with "full self driving", nor how he could have made similar dead wrong forecasts in the years following.

At the very least he's lucky with respect to how he's never faced significant consequences for his great number of mistakes, boneheaded statements, and arguably criminal behavior.

teachrdan · 3 years ago
> Why do people think they have a better idea of his abilities than those who work with him?

It appears your argument is, "Elon is a great engineer, therefore he can't be messing around with his Twitter acquisition deal."

Your mistake is assuming that a great thinker cannot be mistaken, even outside his domain. A counterexample is the scientist who pioneered PCR. Kary Mullis won a Nobel Prize for his efforts! And yet he also believes in astrology and that HIV is not the cause of AIDS.

There's no reason to think that Elon Musk (who appears in no danger of winning a Nobel Prize) does not have his own goofy thoughts and actions, one of which appears to be making an insincere bid to buy Twitter just to make himself look big while weakening them. Time will tell whether that's the case.

https://en.wikipedia.org/wiki/Kary_Mullis#Views_on_HIV/AIDS_...

misiti3780 · 3 years ago
it's super simple, they're jealous.
belter · 3 years ago
If you are curious to see if he knows what he is talking about or not, you can hear it directly from him instead of from employees:

"Elon Musk: SpaceX, Mars, Tesla Autopilot, Self-Driving, Robotics, and AI | Lex Fridman": https://youtu.be/DxREm3s1scA

My take after hearing the interview? Alex Fridman knows what is talking about, Elon Musk no.

CPLX · 3 years ago
What's even more remarkable is that there's basically no tradition of rich and powerful people in business slapping each other on the back and praising each other in public, giving each other awards, going to the same parties, and doing favors for each other. Which makes these notable people praising the richest man in the world really stand out as obviously authentic.
StillBored · 3 years ago
I'm not sure any of those prove he is a genius (SD>>4 say). Why does every successful person have to be a super intelligent person? None of the quotes, the interviews I've heard, etc put beyond what I would expect of a reasonably intelligent engineer. Engineering/Science/Math attract "geeks" sometimes with frightening Jeopardy levels of breadth in general science/engineering/etc fields.

And given all the batsh*t crazy, conjecture, etc one hears from him, i'm inclined to believe its less unstable genius, more lucky nerd. That doesn't mean he isn't smart/driven/etc, it just means he isn't this big brain who can predict the future and knows the secret formula to living on mars. In some ways the successes are logical steps. AKA, the tesla manufacturing problems, translate to knowing how to avoid similar issues when building rockets. Most of what has been accomplished looks like well applied engineering, which is more about sweat than genius. So from the outside it looks more like a mix of gambling + luck + solid management skills + ability to avoid technical dead ends. Does that make him a genius, or just someone with tenacity? Given the failures and close calls, I'm included to believe its less genius, more tenacity and just enough luck. Both tesla and space-X have been one bad day away from not existing. The fact that they are still around is luck as much as skill.

mrguyorama · 3 years ago
>Maybe his biggest strength is that he is such a fine bullshitter he can detect it in others a mile away.

Bullshitters who succeed have a strong tendency to start smelling their own farts and drinking their own koolaid

RustyConsul · 3 years ago
It's interesting that people are using this moment to fault Elon, when it's one of his finest moments. Making an 'offer' on what you believe to be good faith. Hidden in your pocket, you know the other party is acting in bad faith. (Twitter says 5% of the DAU is bots) Elon calls them out on that ridiculously low number, says the deal is on hold until this fraud is verified.

Obviously the bots on twitter account for more than 5%, and will be at the detriment of the biggest KPI that twitter touts. He's given them a taste of what will happen if they walk away from the deal by 'putting it on hold' and watching the stock lose 10% in precisely the same day as a general market recovery.

He now has the ability to renegotiate below his 'best and final offer'.

teachrdan · 3 years ago
> it's one of his finest moments

What if he dedicated this energy to reducing homelessness or slowing climate change? Showing up a tech company for having a lot of fake accounts seems more like a dick measuring contest than a fine moment for anyone.

pb7 · 3 years ago
It's not his job to reduce homelessness or slow climate change. Dedicate your energy to getting your elected representatives to do their jobs. They have orders of magnitude more money and power.
mitch3x3 · 3 years ago
So nothing Tesla has accomplished so far has helped toward slowing climate change going forward?
outworlder · 3 years ago
Ah yes. Great securities fraud moment indeed.
mikkergp · 3 years ago
Seems like a risky move but this whole thing is high risk so, it’s not out of the question.
9935c101ab17a66 · 3 years ago
> Elon calls them out on that ridiculously low number, says the deal is on hold until this fraud is verified.

This is a fantasy because that's not how any of this works. He can't put the deal on hold, the number of bots on twitter doesn't give him an out, regardless of wether it's five percent or 35 percent — in short, he doesn't have a position of leverage if twitter wants to pursue it legally. Read Matt Levine's latest columns for a complete and thorough breakdown.

This whole debacle is not some kind of '5D chess' move from Musk, it's just the inevitable outcome of a fickle, ego-driven billionaire throwing his money around, and possibly (deservedly!) losing a huge amount of his fortune.

leobg · 3 years ago
That is your working hypothesis? A fickle, ego driven person gives the world the first reusable rockets and electric cars? I hope you’re just speaking like this out of anger.
RivieraKid · 3 years ago
Tweet from 3 days ago by Hindenburg Research:

> NEW FROM US: We Are Short Twitter

> Musk Holds All The Cards. We See a Significant Risk That The Twitter Deal Gets Repriced Lower

Space Karen's reply:

> Interesting. Don’t forget to look on the bright side of life sometimes!

https://twitter.com/HindenburgRes/status/1523677782211186690

xuki · 3 years ago
On the bright side they can probably get out of their position today for 15-20% profit. Not bad for a 3 days trade.
philosopher1234 · 3 years ago
Space Karen! That’s good

Deleted Comment