Poison Pill: Twitter Board Enacts Plan to Block Takeover by Elon Musk

[mystery-ak]

Poison Pill: Twitter Board Enacts Plan to Block Takeover by Elon Musk

Allum Bokhari 15 Apr 2022

Twitter’s board of directors is deploying defensive measures to prevent Elon Musk, the world’s richest man and a declared free speech absolutist, from taking over the company.

The pro-censorship, leftist-run social media platform has adopted a Shareholder Rights Plan, a corporate tactic used to deter buyouts.

Colloquially known as a “poison pill,” the measure allows existing shareholders to buy more shares at a discounted price, diluting the stake of any shareholder seeking to acquire the whole company and theoretically raising the costs of doing so.

In a press release, Twitter said the limited duration Rights Plan, which will be triggered if Musk’s share grows to 15 percent or more, be in effect until May of 2023, “will reduce the likelihood that any entity, person or group gains control of Twitter through open market accumulation.”

    The Rights Plan is intended to enable all shareholders to realize the full value of their investment in Twitter. The Rights Plan will reduce the likelihood that any entity, person or group gains control of Twitter through open market accumulation without paying all shareholders an appropriate control premium or without providing the Board sufficient time to make informed judgments and take actions that are in the best interests of shareholders.

    The Rights Plan does not prevent the Board from engaging with parties or accepting an acquisition proposal if the Board believes that it is in the best interests of Twitter and its shareholders.

more
https://www.breitbart.com/tech/2022/04/15/poison-pill-twitter-board-enacts-plan-to-block-takeover-by-elon-musk/

[Kamaji]

How many additional shares would be available for purchase?

[mystery-ak]

BREAKING: Twitter’s Board Refused to Allow Shareholders to Vote on Elon Musk’s Buyout — May Now Be Sued

by Kyle Becker

Twitter’s Board of Directors is blocking the company’s shareholders from voting on Elon Musk’s buyout offer.

https://twitter.com/JackPosobiec/status/1515022932107567117

more
https://trendingpolitics.com/breaking-twitters-board-refused-to-allow-shareholders-to-vote-on-elon-musks-buyout-may-now-be-sued-knab/

[IsailedawayfromFR]

Twitter will begin dissolving any discussion zgainst them.

There is no defense in stopping a vote on this generous financial offer.

[Smokin Joe]

Twitter will begin dissolving any discussion zgainst them.

There is no defense in stopping a vote on this generous financial offer.

It just shows you the board's emphasis is on promoting a narrative (by censoring dissent) and not on the financial welfare of the shareholders.

[niobe527]

So, what if several shareholders allowed Elon to use their votes by proxy?

[Fishrrman]

niobe:
"So, what if several shareholders allowed Elon to use their votes by proxy?"

That may be a part of "Plan B..."

[mountaineer]

Heshmat Alavi
@HeshmatAlavi

2h
THREAD
1)   Did you know that Omid Kordestani, an Iranian American businessman with ties to #Iran’s DC-based lobby arm NIAC, is a Twitter board member?  Kordestani has donated to Hillary Clinton, Barack Obama, and Harry Reid.

Let’s dig in. ...

Thread at

https://twitter.com/HeshmatAlavi/status/1516089555316887552

[Free Vulcan]

Apparently the Board owns almost no Twitter shares, yet they have the power to limit actual shareholders' ability to consider Musk's offer.

Total conflict of interest.

[Kamaji]

Apparently the Board owns almost no Twitter shares, yet they have the power to limit actual shareholders' ability to consider Musk's offer.

Total conflict of interest.

That's the way that corporate governance works; it's not a conflict of interest.

[Free Vulcan]

That's the way that corporate governance works; it's not a conflict of interest.

The Board is supposed to by regulations do what's best for the shareholders. Letting them consider an offer that is at a premium of the current price and will enrich the shareholders, is something that they don't have the right to withhold simply because they don't like the offeror's politics.

I hope Musk sues the crap out of them.

[Kamaji]

The Board is supposed to by regulations do what's best for the shareholders. Letting them consider an offer that is at a premium of the current price and will enrich the shareholders, is something that they don't have the right to withhold simply because they don't like the offeror's politics.

I hope Musk sues the crap out of them.

And the argument would be that allowing Musk to do that was not in the best interests of the corporation or the shareholders.

Now that the action has been taken, it's up to one or more shareholders to sue the board in Delaware Chancery Court to claim that the directors violated their duty to the shareholders by rejecting the offer, or at least not allowing the shareholders to vote on the offer.

The Chancery Court is very good at sorting out these sorts of disputes.