11 ms·

> I keep thinking it'd be much cheaper for Elon to have paid to build an entirely new Twitter that has the features he's looking for. It'd be even cheaper if h

> I keep thinking it'd be much cheaper for Elon to have paid to build an entirely new Twitter that has the features he's looking for. It'd be even cheaper if he had the sense to not play chicken with Twitter's board only to get called on his bluff. Nothing about how he's handled Twitter thus far suggests that he ever took his offer to buy them seriously. He was showboating from the beginning and screwed up, and thousands of people are paying the price. We'll probably never know, but I'd love to hear the story of how exactly he thought it would be a good idea to blindly sign the binding paperwork for the purchase without doing any serious due diligence. Either his lawyers were begging him not to or they're as dumb as he is.

autospeaker22 4y ago
Your theory is the one that seems most plausible to me. Pushed into a decision he thought he could back out of and now trying to fix it the best way he sees fit.
jrochkind1 4y ago
I may be missing something, but would it have been that hard to fail to get financing and get out of it, since it was a bad deal that others shouldn't want to finance, if he had started working on failing to get financing before he... succefully lined up financing? I guess it would have been a hit to his ego if he had failed to get financing... it'll probably be a bigger one to drive twitter into the ground and throw away his and others billions. The whole thing is very bizarre from the start to now.
- eftychis 4y ago
  They would have liquidated him -- and that would have crashed the Tesla stock (more than now anyways).
  - FridgeSeal 4y ago
    Twitter leadership and board really walked away from this with the winning hand didn’t they.
    - uMeanPpl 4y ago
      The first fired employees too, imo. If it all goes up in flames those that remain might get to keep their laptop.
      - Qub3d 4y ago
        My Dad told me a story from the dot-com bust: To save money at the time he drove a van for a carpool service (he could use it for free as a result). A lot of the guys on his van were in tech. When the first rounds of layoffs hit, guys would get on at the end of the day and they would talk about their severance. The first question in response to “I got laid off” was “What’s your severance?” At one point deep into 2002, he remembered a change. Now guys were getting on the van with all their stuff in a box. He played the game, even though he wasn’t in tech, and asked one of the guys with a box, “What’s your severance?” He just got a flat look in response.
- ksherlock 4y ago
  If you look at the timeline, he made an unsolicited offer with no details, the twitter BoD instituted a poison pill, then he lined up all the financing and made a second ("final") offer with very specific details about the funding (including commitment letters for the loans), then he negotiated to buy it with no due diligence, etc. Morgan Stanley, etc, already agreed to loan the money back in April. At the time, the big banks did want to finance it!
  - admn2 4y ago
    Why did he not do any due diligence before buying? It's not like he had FOMO he was going to miss out. That's the part I don't understand in all of this.
    - thr0wawayf00 4y ago
      No idea, but he seems like the kind of guy whose ego can't suffer from the embarrassment of being called out. It wouldn't surprise me at all if he did all this just because he was incapable of losing face for acting like an idiot. Joke's on him though.
- pydry 4y ago
  I think there was a $1 billion fine if he quit the deal. That would have stung.
  - countvonbalzac 4y ago
    probably less than what he'll lose with this scenario
  - uMeanPpl 4y ago
    Tbh I thought that was the entire play. $1 billion is way cheaper than $44 and whatever he just sold of Tesla to keep Twitter afloat. Jack hyping Elon as twitter’s great hope and such I almost expected this was some subtle game to get that $1 billion to Twitter Now I can’t help but wonder if Jack was tweeting such praise to goad Elons ego into it. But in hindsight I’m probably giving these guys too much credit
    - saberdancer 4y ago
      Jack was privately talking the same to Elon. You can read more in the discovery documents (Elon's messages). The gist was it that Jack believes Twitter should be not be a company and he believed Musk will take it there. Not sure I agree.
  - shmoogy 4y ago
    He couldn't quit the deal, he would have (probably gladly) taken only a billion loss
  - lesuorac 4y ago
    No, there's a $1B fee under extremely limited circumstances. There is no written agreement on how to handle any other circumstance (hence the court case). > Either Twitter or Parent may terminate the Merger Agreement if, among certain other circumstances, (1) the Merger has not been consummated on or before October 24, 2022, which date will be extended for six months if the closing conditions related to applicable antitrust and foreign investment clearances and the absence of any applicable law or order making illegal or prohibiting the Merger have not been satisfied as of such date; or (2) Twitter’s stockholders fail to adopt the Merger Agreement. Twitter may terminate the Merger Agreement in certain additional limited circumstances, including to allow Twitter to enter into a definitive agreement for a competing acquisition proposal that constitutes a Superior Proposal (as defined in the Merger Agreement). Parent may terminate the Merger Agreement in certain additional limited circumstances, including prior to the adoption of the Merger Agreement by Twitter’s stockholders if the Board recommends that Twitter’s stockholders vote against the adoption of the Merger Agreement or in favor of any competing acquisition proposal. > ... > Upon termination of the Merger Agreement under other specified limited circumstances, Parent will be required to pay Twitter a termination fee of $1.0 billion. Specifically, this termination fee is payable by Parent to Twitter if the Merger Agreement is terminated by Twitter because (1) the conditions to Parent’s and Acquisition Sub’s obligations to consummate the Merger are satisfied and the Parent fails to consummate the Merger as required pursuant to, and in the circumstances specified in, the Merger Agreement; or (2) Parent or Acquisition Sub’s breaches of its representations, warranties or covenants in a manner that would cause the related closing conditions to not be satisfied. Mr. Musk has provided Twitter with a limited guarantee in favor of Twitter (the “Limited Guarantee”). The Limited Guarantee guarantees, among other things, the payment of the termination fee payable by Parent to Twitter, subject to the conditions set forth in the Limited Guarantee. [1] [1]: https://www.sec.gov/Archives/edgar/data/1418091/000119312522120474/d310843ddefa14a.htm https://www.sec.gov/Archives/edgar/data/1418091/000119312522...
wingworks 4y ago
Allot of how Elon handled the layoffs from what's public doesn't sound ideal. But also idk how many of those people would've had a job at twitter for much longer anyway. We get a post in HN every other day at the moment of x company laying of 1000 of people.
- _djo_ 4y ago
  Twitter was almost certain to see layoffs had Musk not bought it, but they’d have been slower, more considered, less harmful, and probably smaller because the company didn’t have a ludicrous leveraged buyout $1bn annual debt bill. The way things are going now there’s an increasingly real possibility that Twitter may not exist in a few months, putting the jobs of the other 3000 or so employees at risk too. Not to mention all the people who used Twitter to make a living. The destruction of lives and so much value for one man’s ego is astounding.
  - shkkmo 4y ago
    > there’s an increasingly real possibility that Twitter may not exist in a few months, If you honestly think that's a real possibility, how do you see that actually happening? Edit: in case it wasn't clear, the "in a few months" time frame is what seems completely unrealistic to me.
    - llamataboot 4y ago
      No advertisers? Catastrophic server failures? Elon just pulls the plug?
    - dragonwriter 4y ago
      They are seeing a massive advertiser exodus, have apparently created potential new FTC/DOJ issues regarding the existing privacy consent decree with their desire to push-down responsibilty to facilitate velocity, are seeing policy churn that undermines trust, and their big revenue ideas are becoming a for-pay social network and payment processor with that trust deficit.
rmbyrro 4y ago
I think he did want to buy since the beginning. He's got bigger plans for it beyond short messages. The free speech thing is just marketing.
- anonyme-honteux 4y ago
  My cynical guess: Elon Musk's big plan is simply to build a huge personality cult around him and Twitter is perfect for that. It's not enough for him to be exceptionally rich, he wants to be adulated. He wants to hear he is the new Steve Jobs, that he is better than Leonardo Da Vinci. That he got this right, we are living in a computer simulation. Why do everyone keeps assuming he is playing 10 dimensional chess? Have you seen his dumb tunnel under Las Vegas? Why would a brilliant engineer build that? What's the big plan here? https://www.youtube.com/watch?v=p8NiM_p8n5A https://www.youtube.com/watch?v=p8NiM_p8n5A
  - thot_experiment 4y ago
    I mean, I don't think the dumb tunnel under vegas is good evidence of not being a brilliant engineer. He obviously has a very deep understanding of engineering type shit as well as engineering management[0][1]. He's got engineer brain! Engineer brain can make you do a lot of really stupid shit even if you're a great engineer. That being said I absolutely don't think he's playing 10D chess, he's got a few big Ws and it's gone to his head in a disastrous way. He can be a brilliant engineer/engineering manager and a total fucking idiot at the same time. [0]https://www.youtube.com/watch?v=YAtLTLiqNwg https://www.youtube.com/watch?v=YAtLTLiqNwg [1]https://www.youtube.com/watch?v=t705r8ICkRw https://www.youtube.com/watch?v=t705r8ICkRw
    - anonyme-honteux 4y ago
      To be honest the thing that worries me most about the dumb Las Vegas tunnel, is not that he had a bad idea. I have bad ideas all the time too. But my bad ideas don't turn into dumb tunnels because I have limited resources (he doesn't) and because I have feedback from the harsh reality. The dumb tunnel makes me think Elon Musk is fully insulated from reality. Nobody around him dared to tell him the tunnel was dumb. And or he didn't listened. Fast forward today where he decides on a whim that every engineer must stop working remotely and must instead work like crazy to satisfy his ego. And here again the feedback from reality seems minimal on him. I think and I hope that the good engineers at Twitter are making plans to leave this terrible boss ASAP.
runarberg 4y ago
When you are this rich, stuff like this doesn’t matter. Even if he lost all the 40 Bn USD means he’ll still be the richest person on earth, that’s how much money he has. To keep with the poker analogy, his “bluff” involved only 40 poker chips, but he has 200 after the fact, while his “opponents” have 1 or 2 each. But in the end, money will always end up in his hands no matter what he does. When you are this rich, you’ll always end up making money.
- ibn_khaldun 4y ago
  You are neglecting to consider the other fundamental needs of a filthy rich person like an Elon Musk, two that are of greater priority than sheer wealth even, name and fame.
  - runarberg 4y ago
    Regardless, when you are this rich, you can do whatever and it will probably result in net gain of both social capita and USD.
sytelus 4y ago
Story I read in one of the tweets from his old friend was that he has surrounded himself with too many yes man who work overtime to boost his ego. I can imagine he casually mentioning idea of buying Twitter and all the yes men praising him for his brilliance. No one did due diligence to figure out that he would need to sell $4B of his TSLA stock just to avoid bankruptcy after spending $44B.

autospeaker22 4y ago

Your theory is the one that seems most plausible to me. Pushed into a decision he thought he could back out of and now trying to fix it the best way he sees fit.

jrochkind1 4y ago

I may be missing something, but would it have been that hard to fail to get financing and get out of it, since it was a bad deal that others shouldn't want to finance, if he had started working on failing to get financing before he... succefully lined up financing? I guess it would have been a hit to his ego if he had failed to get financing... it'll probably be a bigger one to drive twitter into the ground and throw away his and others billions. The whole thing is very bizarre from the start to now.

eftychis 4y ago
They would have liquidated him -- and that would have crashed the Tesla stock (more than now anyways).
- FridgeSeal 4y ago
  Twitter leadership and board really walked away from this with the winning hand didn’t they.
  - uMeanPpl 4y ago
    The first fired employees too, imo. If it all goes up in flames those that remain might get to keep their laptop.
    - Qub3d 4y ago
      My Dad told me a story from the dot-com bust: To save money at the time he drove a van for a carpool service (he could use it for free as a result). A lot of the guys on his van were in tech. When the first rounds of layoffs hit, guys would get on at the end of the day and they would talk about their severance. The first question in response to “I got laid off” was “What’s your severance?” At one point deep into 2002, he remembered a change. Now guys were getting on the van with all their stuff in a box. He played the game, even though he wasn’t in tech, and asked one of the guys with a box, “What’s your severance?” He just got a flat look in response.
ksherlock 4y ago
If you look at the timeline, he made an unsolicited offer with no details, the twitter BoD instituted a poison pill, then he lined up all the financing and made a second ("final") offer with very specific details about the funding (including commitment letters for the loans), then he negotiated to buy it with no due diligence, etc. Morgan Stanley, etc, already agreed to loan the money back in April. At the time, the big banks did want to finance it!
- admn2 4y ago
  Why did he not do any due diligence before buying? It's not like he had FOMO he was going to miss out. That's the part I don't understand in all of this.
  - thr0wawayf00 4y ago
    No idea, but he seems like the kind of guy whose ego can't suffer from the embarrassment of being called out. It wouldn't surprise me at all if he did all this just because he was incapable of losing face for acting like an idiot. Joke's on him though.
pydry 4y ago
I think there was a $1 billion fine if he quit the deal. That would have stung.
- countvonbalzac 4y ago
  probably less than what he'll lose with this scenario
- uMeanPpl 4y ago
  Tbh I thought that was the entire play. $1 billion is way cheaper than $44 and whatever he just sold of Tesla to keep Twitter afloat. Jack hyping Elon as twitter’s great hope and such I almost expected this was some subtle game to get that $1 billion to Twitter Now I can’t help but wonder if Jack was tweeting such praise to goad Elons ego into it. But in hindsight I’m probably giving these guys too much credit
  - saberdancer 4y ago
    Jack was privately talking the same to Elon. You can read more in the discovery documents (Elon's messages). The gist was it that Jack believes Twitter should be not be a company and he believed Musk will take it there. Not sure I agree.
- shmoogy 4y ago
  He couldn't quit the deal, he would have (probably gladly) taken only a billion loss
- lesuorac 4y ago
  No, there's a $1B fee under extremely limited circumstances. There is no written agreement on how to handle any other circumstance (hence the court case). > Either Twitter or Parent may terminate the Merger Agreement if, among certain other circumstances, (1) the Merger has not been consummated on or before October 24, 2022, which date will be extended for six months if the closing conditions related to applicable antitrust and foreign investment clearances and the absence of any applicable law or order making illegal or prohibiting the Merger have not been satisfied as of such date; or (2) Twitter’s stockholders fail to adopt the Merger Agreement. Twitter may terminate the Merger Agreement in certain additional limited circumstances, including to allow Twitter to enter into a definitive agreement for a competing acquisition proposal that constitutes a Superior Proposal (as defined in the Merger Agreement). Parent may terminate the Merger Agreement in certain additional limited circumstances, including prior to the adoption of the Merger Agreement by Twitter’s stockholders if the Board recommends that Twitter’s stockholders vote against the adoption of the Merger Agreement or in favor of any competing acquisition proposal. > ... > Upon termination of the Merger Agreement under other specified limited circumstances, Parent will be required to pay Twitter a termination fee of $1.0 billion. Specifically, this termination fee is payable by Parent to Twitter if the Merger Agreement is terminated by Twitter because (1) the conditions to Parent’s and Acquisition Sub’s obligations to consummate the Merger are satisfied and the Parent fails to consummate the Merger as required pursuant to, and in the circumstances specified in, the Merger Agreement; or (2) Parent or Acquisition Sub’s breaches of its representations, warranties or covenants in a manner that would cause the related closing conditions to not be satisfied. Mr. Musk has provided Twitter with a limited guarantee in favor of Twitter (the “Limited Guarantee”). The Limited Guarantee guarantees, among other things, the payment of the termination fee payable by Parent to Twitter, subject to the conditions set forth in the Limited Guarantee. [1] [1]: https://www.sec.gov/Archives/edgar/data/1418091/000119312522120474/d310843ddefa14a.htm https://www.sec.gov/Archives/edgar/data/1418091/000119312522...

wingworks 4y ago

Allot of how Elon handled the layoffs from what's public doesn't sound ideal. But also idk how many of those people would've had a job at twitter for much longer anyway. We get a post in HN every other day at the moment of x company laying of 1000 of people.

_djo_ 4y ago
Twitter was almost certain to see layoffs had Musk not bought it, but they’d have been slower, more considered, less harmful, and probably smaller because the company didn’t have a ludicrous leveraged buyout $1bn annual debt bill. The way things are going now there’s an increasingly real possibility that Twitter may not exist in a few months, putting the jobs of the other 3000 or so employees at risk too. Not to mention all the people who used Twitter to make a living. The destruction of lives and so much value for one man’s ego is astounding.
- shkkmo 4y ago
  > there’s an increasingly real possibility that Twitter may not exist in a few months, If you honestly think that's a real possibility, how do you see that actually happening? Edit: in case it wasn't clear, the "in a few months" time frame is what seems completely unrealistic to me.
  - llamataboot 4y ago
    No advertisers? Catastrophic server failures? Elon just pulls the plug?
  - dragonwriter 4y ago
    They are seeing a massive advertiser exodus, have apparently created potential new FTC/DOJ issues regarding the existing privacy consent decree with their desire to push-down responsibilty to facilitate velocity, are seeing policy churn that undermines trust, and their big revenue ideas are becoming a for-pay social network and payment processor with that trust deficit.

rmbyrro 4y ago

I think he did want to buy since the beginning. He's got bigger plans for it beyond short messages. The free speech thing is just marketing.

anonyme-honteux 4y ago
My cynical guess: Elon Musk's big plan is simply to build a huge personality cult around him and Twitter is perfect for that. It's not enough for him to be exceptionally rich, he wants to be adulated. He wants to hear he is the new Steve Jobs, that he is better than Leonardo Da Vinci. That he got this right, we are living in a computer simulation. Why do everyone keeps assuming he is playing 10 dimensional chess? Have you seen his dumb tunnel under Las Vegas? Why would a brilliant engineer build that? What's the big plan here? https://www.youtube.com/watch?v=p8NiM_p8n5A https://www.youtube.com/watch?v=p8NiM_p8n5A
- thot_experiment 4y ago
  I mean, I don't think the dumb tunnel under vegas is good evidence of not being a brilliant engineer. He obviously has a very deep understanding of engineering type shit as well as engineering management[0][1]. He's got engineer brain! Engineer brain can make you do a lot of really stupid shit even if you're a great engineer. That being said I absolutely don't think he's playing 10D chess, he's got a few big Ws and it's gone to his head in a disastrous way. He can be a brilliant engineer/engineering manager and a total fucking idiot at the same time. [0]https://www.youtube.com/watch?v=YAtLTLiqNwg https://www.youtube.com/watch?v=YAtLTLiqNwg [1]https://www.youtube.com/watch?v=t705r8ICkRw https://www.youtube.com/watch?v=t705r8ICkRw
  - anonyme-honteux 4y ago
    To be honest the thing that worries me most about the dumb Las Vegas tunnel, is not that he had a bad idea. I have bad ideas all the time too. But my bad ideas don't turn into dumb tunnels because I have limited resources (he doesn't) and because I have feedback from the harsh reality. The dumb tunnel makes me think Elon Musk is fully insulated from reality. Nobody around him dared to tell him the tunnel was dumb. And or he didn't listened. Fast forward today where he decides on a whim that every engineer must stop working remotely and must instead work like crazy to satisfy his ego. And here again the feedback from reality seems minimal on him. I think and I hope that the good engineers at Twitter are making plans to leave this terrible boss ASAP.

runarberg 4y ago

When you are this rich, stuff like this doesn’t matter. Even if he lost all the 40 Bn USD means he’ll still be the richest person on earth, that’s how much money he has. To keep with the poker analogy, his “bluff” involved only 40 poker chips, but he has 200 after the fact, while his “opponents” have 1 or 2 each. But in the end, money will always end up in his hands no matter what he does. When you are this rich, you’ll always end up making money.

ibn_khaldun 4y ago
You are neglecting to consider the other fundamental needs of a filthy rich person like an Elon Musk, two that are of greater priority than sheer wealth even, name and fame.
- runarberg 4y ago
  Regardless, when you are this rich, you can do whatever and it will probably result in net gain of both social capita and USD.

sytelus 4y ago

Story I read in one of the tweets from his old friend was that he has surrounded himself with too many yes man who work overtime to boost his ego. I can imagine he casually mentioning idea of buying Twitter and all the yes men praising him for his brilliance. No one did due diligence to figure out that he would need to sell $4B of his TSLA stock just to avoid bankruptcy after spending $44B.