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.

You skipped out the original dogecoin-esq pump and dump that got the ball rolling in the first place.

That makes the story too large to fit in the margin here. ¯\_(ツ)_/¯

Details please!

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.

It doesn't matter what twitter has internally, they have no fiscal duty to report what percentage of users are or are not fully human driven.

It's the buyer's responsibility to undergo due diligence before making serious, legally-binding offers. Musk is very clearly scraping for excuses now that he has buyer's remorse.

> or use the enormous amount of free press to launch a competitor with mandatory device attestation.

That's what I think he's actually trying to do, as part of his "master plan part III". Twitter is only valuable because of users - but they are not worth this incredible premium. He's seen how attempts at launching 'free speech' platforms have gone.

He can easily build a competitor for a fraction of the deal's price. He can easily outspend any company. But that doesn't guarantee users - eyeball time is a limited resource. However, if he torpedoes twitter, he can get a bunch of users from the wreckage.

And, you know, profit from some nice pump and dump in the meantime.

What is the objection to this hypothesis? It's not even a conspiracy theory, it's that the board has misrepresented the DAU, and in turn, the value of the company.

To adapt an adage - Musk has already established what the company is, now he's just negotiating the price.

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

Pretty sure users would notice if 1/3 of all tweets are computer-generated.

They do notice. And people use the block button and call everyone NPCs

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.

Or, alternatively, Twitter is a shit show behind the scenes and Musk is seeing red flags in diligence.

There isn't formal due diligence, he's already made the offer. He doesn't (legally) have access to any information that he didn't have access to weeks ago.

Of course there is formal due diligence. He basically gave them a term sheet and now they've opened their books. That's why he can walk away and pay $1 billion if he doesn't like what he sees.

What due diligence occurs when buying a public company? We already have access to the company’s financial filings.

So you are saying TWTR reported fraudulent financials?

That isn’t how acquisitions works. What Elon and Twitter have done is effectively sign an LOI. Now they do actual diligence to close the deal, or walk away and pay the breakup fee.

So what is the evidence in support of that hypothesis?

The pattern of behavior by Elon seems pretty strong support for the alternative.

The only support I see for this position is the assumption that musk is smarter than everyone else.

In support of what hypothesis? Musk is in diligence. To walk away without any cause he would have to pay $1,000,000,000. He doesn’t have to say why he’s decided to walk away, but he has a billion reasons not to walk without cause.

Twitter’s financials and business strategy are shit show in front of the scenes.

> his collateral for the buyout is Tesla stock

That may have been part of the original plan, but:

"Elon Musk is in talks to raise enough equity and preferred financing for his proposed buyout of Twitter to eliminate the need for any margin loan linked to his Tesla shares, according to people with knowledge of the matter. "[0]

[0] https://fortune.com/2022/05/12/elon-musk-avoid-tesla-margin-...

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.

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

$1billion is a lot just to sell some TSLA stock.

He sold at the peak, near $900.

Given that the stock is near $700 right now, it's looking like a good deal.

He sold billions last year without the excuse of buying Twitter.

Yeah, he had to pay an 11 BILLION dollar tax bill to California and the IRS, for stock options issued in 2012. It was reported as the largest federal tax bill in history.

https://www.forbes.com/sites/elizahaverstock/2021/12/15/elon...

He needs an excuse to get people buying his stock, to support the stock price as he sells.

Back then it was a Twitter poll to sell shares IIRC. Musk makes a big deal out of everything to lead his followers around

That was to pay his taxes supposedly, so he still had an excuse. People might worry if he's just diversifying for its own sake

If he didn't sell the stocks then he wouldn't have to pay any tax on unrealized gains. According to him, he sold the stocks so they he would pay taxes in response to criticism of not paying his "fair share" in taxes.

Wrong.

Musk's stock options became fully vested and matured. That forced a tax event on him last year.

If this is true, he’s absolutely a pathological liar.

Yeah. He lied. Again.

Even if you think he'll have to pay that which from this tweet it seems he's going to try to dodge, he got to sell a lot of stock without anyone thinking he has any doubts on Tesla, which would cost a lot more than 1 billion

More like attempting to pump TWTR before he sold his holdings there.

Twitter board called his bluff and now he's trying to weasel out of it.

Yes he just wants an excuse to exit the deal because Tesla’s stock is tanking.

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

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!

> 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.

> 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.

yes, but no.

This is unethical negotiating. If you make a bid, you better look beforehand, what you're bidding on. If your bidding has an effect on someone, you better be careful with it.

> This is unethical negotiating.

It's only unethical negotiating if the Twitter board hasn't put out inflated DAU numbers. Maybe the sudden firing of Kayvon Beykpour and Bruce Falck has raised some new suspicions about this question in Musk's mind?

> If you make a bid, you better look beforehand, what you're bidding on.

Well, looks like he did, but now questions whether what he was shown was actually truthful, no?

> If your bidding has an effect on someone, you better be careful with it.

So there are two times two possibilities: Musk genuinely has doubts about the DAU metric he hasn't had before in the force or he hasn't. Similarly there are two possibilities about the accuracy of the DAU metrics: they are within an excusable distance of the truth or they aren't. Assuming they aren't, regardless of Musk's true motives, why would Twitter deserve to be shielded from the fallout?

It's a red herring, and now you're arguing about fish.

Musk made a serious, legally binding offer to buy with no contingencies for users (human, cyborg, bot, or otherwise). Now he wants out so he's using this bad faith argument to weasel out of the $1B escape clause.

Twitter has zero responsibility for needing to report which accounts are completely human or not human. Even if he genuinely cared about bots, Musk still screwed up by not doing due diligence before the offer.

The 5% figure was certainly known by Elon before making the deal

Known because someone said "5%" or known because someone proved it was 5%?

Either. Caveat emptor. You don't get to question the ingredients of food in your stomach.

It's not in my stomach, it's food I'm thinking about buying.

In the context of the Twitter transaction, the purchase agreement was already made.

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.

Then why would you comment in a thread about a stock sale if you're obviously uninterested about the market?

I use Twitter every day so I’m curious about the future of the platform.

And when I saw your comment implying you’re astonished about people not getting it, I meant to offer you, in good faith, one anecdotal data point in order to make you feel a little less puzzled.