After Tesla CEO Elon Musk’s offer of $44 billion to take the social media giant private, Twitter shares rose by more than 5% Monday. The agreement provides that Twitter stockholders will be paid $54.20 per share of common stock they own at closing of the transaction. The purchase price is 38% higher than Twitter’s closing stock prices on April 1st, the day before Musk revealed a 9.2% stake.
Musk has secured $46.5 billion in financing for the transaction. This includes $25.5 billion of fully-committed debt and margin loan financing, and $21 billion equity financing. The transaction is expected close in 2022 subject to approval by Twitter stockholders and receipt of any regulatory approvals.
Brett Taylor, chairman of the independent Twitter board, stated that the company had “conducted an thoughtful and thorough process to evaluate Elon’s proposal with emphasis on value, certainty and financing.”
Musk, who is a self-described “free speech absolutist,” has been critical about the platform and Parag Agrawal, its chief executive’s approach towards free speech.
Musk stated that free speech is the foundation of any functioning democracy and that Twitter is the place where vital issues for the future of humanity can be discussed. I also want Twitter to be better than ever. This includes enhancing the product with new features and making the algorithms open-source to increase trust, defeating spam bots, authenticating all users, and ensuring that the platform is always up to date. Twitter has great potential. I look forward working with the company, the community of users, to unlock it.
Musk was initially invited by Twitter to join its board. However, he declined. Musk wouldn’t have been allowed to own more that 14.9% of Twitter stock while he was on the board, or for 90 days thereafter. Musk’s term on the board would have ended at Twitter’s 2024 Annual Meeting.
Twitter agreed to Musk’s offer and adopted a limited-term shareholder rights plan (commonly referred to by a poison pill) to stop him or any other entity from acquiring beneficial ownership in excess of 15% of Twitter’s common stock.
Musk announced that he had secured financing for a deal and that he was looking into a tender offer to purchase all of Twitter’s outstanding common stocks.
This agreement is in place ahead of Twitter’s first quarter earnings reports on Thursday before the open. Twitter won’t hold a conference call to discuss the transaction due to its pending.