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IANAL, but I've read Twitter's SEC filings, and I don't see any potential inflation. The section on bots is extremely clear and specifically states that reality

IANAL, but I've read Twitter's SEC filings, and I don't see any potential inflation. The section on bots is extremely clear and specifically states that reality may be higher or lower than their rough estimate, after explaining exactly how they make the rough estimate. So... "We think it's 5% using these methods, but if those methods are wrong, then the actual number could be higher or lower." How does that lead to grounds for breaking the contract?

judge2020 4y ago
The claim is that it's actually much higher, say 25%, but they're intentionally misrepresenting it as 5%; Elon only purchased it at the $54.20 share price because of the market valuing Twitter at a certain price ($45) based on those bot numbers. Musk is claiming that, if the bot numbers were correctly reported at the higher percentage, then the market would've valued twitter at a lower price and he would've offered to purchase it for less money. But yes, this is very unlikely to be proven since it'd also be fraud against every investor that has put money into TWTR within the past few years, opening the company up to a shareholder lawsuit even after it goes private.
- ryandvm 4y ago
  I suppose the next time Musk tries to buy something that costs $44 billion dollars he should do a little more homework. Waiving due diligence, though perfectly in line with his trollish vibe, is something he's going to regret for years. The bottom line is the guy gets off on being an irreverent, flamboyant dipshit and this time it's biting him in the ass. And I for one am here for it. After the last few years I have run out of patience with assholes with money/power thinking they can do whatever they want in broad daylight. Christ, at least have the decency to be surreptitious about it.
  - rwiggins 4y ago
    Even if he's forced to buy Twitter, let's not forget that... he will own Twitter. I'm not sure that's a net positive for the world. Though I'm not certain it's a net negative either. And though it may well be expensive, it's not as if the $44 billion disappears: in fact it buys Twitter. And though he might regret it all in the end, he'll still have enormous wealth. (And Twitter.) So... it does feel a bit like a pyrrhic victory to me.
    - chx 4y ago
      He doesn't have the money any more...
      - judge2020 4y ago
        Even after today's 7% TSLA loss he's worth over 150 billion in Tesla stock alone; Twitter will be a huge chunk of his wealth but it's not more than a third of it. Note that the loans were secured with TSLA stock as collateral, but even if those expire he'd be able to secure funding again if he was forced to proceed with the purchase by the Delaware Court of Chancery.
        chx 4y ago
        https://thenextweb.com/news/elon-musk-telsa-shares-loan-twitter-deal-analysis https://thenextweb.com/news/elon-musk-telsa-shares-loan-twit... > Musk's equity commitment now stands at $33.5 billion > May 26, 2022 > But in the latest filing, he’s completely removed this loan in the financing plan to acquire the social media company. If he needs to sell thirty billion dollars worth of Tesla shares it is going to devalue the stock quite a bit. That's a full day volume of trading.
        judge2020 4y ago
        The market won't react harshly given it'd only happen if compelled by court order, and it still would simply be stock transferred to the banks with the banks selling it off over years to recoup their loan amount.
- preommr 4y ago
  > The claim is that it's actually much higher, say 25% Like the parent comment said, bot count was tied with methodology. So Musk can argue: 1) twitter is lying about the results of their methodology - highly unlikely 2) their methodlogy is flawed - which he should've brought up during discovery and asked to revaluate according to his requirements. Either way, seems like he's screwed.
ergocoder 4y ago
Just because you have a disclaimer doesn't mean you are free to state a wildly wrong number. I'm not saying that the numbe is wildly wrong. I'm saying the disclaimer doesn't relieve you from the responsibilities.

judge2020 4y ago

The claim is that it's actually much higher, say 25%, but they're intentionally misrepresenting it as 5%; Elon only purchased it at the $54.20 share price because of the market valuing Twitter at a certain price ($45) based on those bot numbers. Musk is claiming that, if the bot numbers were correctly reported at the higher percentage, then the market would've valued twitter at a lower price and he would've offered to purchase it for less money. But yes, this is very unlikely to be proven since it'd also be fraud against every investor that has put money into TWTR within the past few years, opening the company up to a shareholder lawsuit even after it goes private.

ryandvm 4y ago
I suppose the next time Musk tries to buy something that costs $44 billion dollars he should do a little more homework. Waiving due diligence, though perfectly in line with his trollish vibe, is something he's going to regret for years. The bottom line is the guy gets off on being an irreverent, flamboyant dipshit and this time it's biting him in the ass. And I for one am here for it. After the last few years I have run out of patience with assholes with money/power thinking they can do whatever they want in broad daylight. Christ, at least have the decency to be surreptitious about it.
- rwiggins 4y ago
  Even if he's forced to buy Twitter, let's not forget that... he will own Twitter. I'm not sure that's a net positive for the world. Though I'm not certain it's a net negative either. And though it may well be expensive, it's not as if the $44 billion disappears: in fact it buys Twitter. And though he might regret it all in the end, he'll still have enormous wealth. (And Twitter.) So... it does feel a bit like a pyrrhic victory to me.
  - chx 4y ago
    He doesn't have the money any more...
    - judge2020 4y ago
      Even after today's 7% TSLA loss he's worth over 150 billion in Tesla stock alone; Twitter will be a huge chunk of his wealth but it's not more than a third of it. Note that the loans were secured with TSLA stock as collateral, but even if those expire he'd be able to secure funding again if he was forced to proceed with the purchase by the Delaware Court of Chancery.
      - chx 4y ago
        https://thenextweb.com/news/elon-musk-telsa-shares-loan-twitter-deal-analysis https://thenextweb.com/news/elon-musk-telsa-shares-loan-twit... > Musk's equity commitment now stands at $33.5 billion > May 26, 2022 > But in the latest filing, he’s completely removed this loan in the financing plan to acquire the social media company. If he needs to sell thirty billion dollars worth of Tesla shares it is going to devalue the stock quite a bit. That's a full day volume of trading.
        judge2020 4y ago
        The market won't react harshly given it'd only happen if compelled by court order, and it still would simply be stock transferred to the banks with the banks selling it off over years to recoup their loan amount.
preommr 4y ago
> The claim is that it's actually much higher, say 25% Like the parent comment said, bot count was tied with methodology. So Musk can argue: 1) twitter is lying about the results of their methodology - highly unlikely 2) their methodlogy is flawed - which he should've brought up during discovery and asked to revaluate according to his requirements. Either way, seems like he's screwed.

ergocoder 4y ago

Just because you have a disclaimer doesn't mean you are free to state a wildly wrong number. I'm not saying that the numbe is wildly wrong. I'm saying the disclaimer doesn't relieve you from the responsibilities.