Musk-Twitter trial stayed, deal must close Oct 28
Delaware Chancery Court Judge Kathaleen McCormick agrees to stay the Musk-Twitter trial, giving Musk until 5 pm on Oct. 28 to close the deal. Otherwise, she will set another trial date for next month. The proceedings had been set for Oct. 17. Twitter had argued that Musk should close the deal before the trial date.
This action is stayed until 5 p.m. on October 28, 2022, to permit the parties to close on the transaction. If the transaction does not close by 5 p.m. on October 28, 2022, the parties are instructed to contact me by email that evening to obtain November 2022 trial dates.
Twitter wants deal closed before trial date
Musk’s attorneys formally ask a judge to stay the trial, which is set to start Oct. 17. The Musk team say a close would be possible on or around Oct. 28. However, Twitter says Musk must close the deal before proceedings start on the 17th. Twitter;
At a minimum…Defendants should be arranging to close on Monday, October 10. But they aren’t. Instead, they refuse to commit to any closing date. They ask for an open ended out, at the expense of Twitter’s stockholders (who are owed $44 billion plus interest), all the while remaining free to change their minds again or to invent new grounds to avoid the contract. Until Defendants commit to close as required, Twitter is entitled to its day in Court….Defendants can and should close next week. Until they do, this action is not moot [as Musk’s motion insisted] and should be brought to trial.
Musk’s lawyers:
Twitter will not take yes for an answer. Astonishingly, they have insisted on proceeding with this litigation, recklessly putting the deal at risk and gambling with their stockholders’ interests.
Musk tried for Twitter discount
In the weeks before Musk’s bid to own Twitter was back on the table, his representatives asked for a discount of 30%, a proposal that would have valued the company at roughly $31 billion. Twitter rejected the proposal.
In the past week, a discount of 1% was discussed, a valuation of $39.6 billion, but the talks did not move forward. Twitter’s market cap as of Wednesday was $39.2 billion.
Musk said completing the acquisition was dependent on his ability to secure financing from the banks that had agreed to back his April bid, which offered $54.20 per share. If the banks do not follow through, Musk will have to pay a $1 billion breakup fee. He has also asked Twitter to halt its litigation against him.
Musk SEC letter confirming Twitter purchase released
Musk’s letter [link] to the SEC, confirming purchase of Twitter, is released. The purchase is conditional on debt financing and a stay of action of the Twitter-Musk court case.
Gentlemen: On behalf of X Holdings I, Inc., X Holdings II, Inc. and Elon R. Musk (the “Musk Parties”), we write to notify you that the Musk Parties intend to proceed to closing of the transaction contemplated by the April 25, 2022 Merger Agreement, on the terms and subject to the conditions set forth therein and pending receipt of the proceeds of the debt financing contemplated thereby, provided that the Delaware Chancery Court enter an immediate stay of the action, Twitter vs. Musk, et al. (C.A. No. 202-0613-KSJM) (the “Action”) and adjourn the trial and all other proceedings related thereto pending such closing or further order of the Court.
Musk to buy Twitter at original price, share trading halted
Trading in Twitter shares is halted as the stock spiked following reports that Musk is planning to buy the company for his original offer price of $54.20 per share. The shares had been up by 13% at $47.95 before trading was paused following the news. Twitter and Musk were due to be in court later this month as the company attempted to hold Musk to his original $44bn offer, made in April.
Musk had wanted to back out of the deal over the number of bot accounts on the platform, which he said was above Twitter’s estimate of 5% of users. The takeover deal has already received approval from Twitter shareholders.
Twitter: Musk’s fake account claim ‘not supported’
During discovery for the upcoming trial, lawyers for Twitter say Musk’s review of Twitter’s accounts by his advisers do not back up his allegation that the number of fake users was “wildly higher” than 5% as he claimed when he said he was ending the Twitter takeover deal in July. Musk claimed Twitter had misled him, allowing him to walk away without penalty from the deal. The lawyer says that two documents created by the two data scientists employed by Musk estimated that the number of fake accounts on the platform at 5.3% and 11%.
None of these analyses so far as we can tell remotely supported what Mr. Musk told Twitter and told the world in the termination letter.
Twitter lawyers: Musk destroyed Andreessen evidence
Twitter’s lawyers have accused Musk of destruction of evidence, citing a screenshot of a conversation between Musk and venture capitalist Marc Andreessen on Signal, a messaging app that includes a feature that deletes messages after some time.
Musk deleted these messages because he anticipated litigation and he knew that they would undermine his counterclaims and defenses.
The same court filing also showed that Musk exchanged multiple text messages with Oracle Corporation co-founder Larry Ellison, starting May 12 through 12:20 a.m. on May 13, which was just hours before he announced that he was pausing his attempt to acquire the social media company.
Twitter’s legal team has complained that despite a subpeona, the Tesla CEO has not really provided the relevant text messages between Musk and Ellison.
Both Ellison and Andreessen have backed Musk’s attempt to acquire Twitter. Andreessen’s VC firm, Andreessen Horowitz, backed Musk with $400 million, while Ellison was one of 19 investors who committed a whopping $7.14 billion for the potential acquisition.
Twitter staff donate $1m against Trump immigration order
Nearly 1,000 Twitter employees donate more than $500,000, to the American Civil Liberties Union, to fight Trump’s temporary ban on refugees and immigrants from seven Muslim-majority countries. The donations are matched by CEO Dorsey and Chairman Kordestani. Twitter lawyer:
Our work is far from done. In the coming months we’ll see a flurry of legal challenges, legislative pushes and public pronouncements. But as long as civil liberties are threatened, I’m proud to know that as individuals we will stand up to defend freedom and look after people.
Character limit change
Dorsey says Twitter is considering to expand the character limit of tweets from 140 characters to 10 000.
https://twitter.com/jack/status/684496529621557248/photo/1
Replaces favorites with hearts
Twitter replaces the star it used for favorites with a heart, and renames the feature, “likes”. The hearts will also appear on Vine’s apps and website.
You can say a lot with a heart. Introducing a new way to show how you feel on Twitter: https://t.co/WKBEmORXNW pic.twitter.com/G4ZGe0rDTP
— Twitter (@Twitter) November 3, 2015
First TV ad
Twitter runs its first TV ad during live coverage of baseball’s season-ending World Series. The ad promotes Moments.
Apologizes to developers
At the Twitter Flight Developer Conference Dorsey apologizes for Twitter’s past behavior and says he is committed to try to improve developer relations.
Our relationship with developers got confusing, unpredictable. We want to come to you today and apologize for the confusion…We need to have a better conversation with our developer community, with everyone in this room… We can’t stand alone. We need your help…Tweet at us what you’d like to see at Twitter. Tweet with the hashtag #helloworld, we will take all of this information and input to make decisions over time to make sure the platform is something you’re proud of and will use more and more.
Takes 4% stake in Twitter
Ballmer announces he has taken a 4% stake in Twitter. CEO Jack Dorsey has a 3% stake. Co-founder Evan Williams has a 6.8% stake. Twitter shares rise 5% after the tweet is determined to be authentic.
Good job @twitter,@twittermoments innovation, @jack Ceo, leaner, more focused. Glad I bought 4% past few months. Like @alwaleedbinT move too
— Steve Ballmer (@Steven_Ballmer) October 16, 2015
336 jobs cut
In a posting to the Securities and Exchange Commission, Twitter announces that 336 jobs will be cute, 8% of its workforce.
The restructuring is part of an overall plan to organize around the Company’s top product priorities and drive efficiencies throughout the Company. The Company intends to reinvest savings in its most important priorities to drive growth…The roadmap is also a plan to change how we work, and what we need to do that work. Product and Engineering are going to make the most significant structural changes to reflect our plan ahead. We feel strongly that Engineering will move much faster with a smaller and nimbler team, while remaining the biggest percentage of our workforce. And the rest of the organization will be streamlined in parallel.
Made some tough but necessary decisions that enable Twitter to move with greater focus and reinvest in our growth. http://t.co/BWd7EiGAF2
— jack (@jack) October 13, 2015
Layoffs coming
0 CommentsAccording to multiple sources, Twitter is planning to lay off workers in the coming week, affecting most, if not all, departments. CEO Dorsey will also halt a plan to expand the company’s San Francisco’s headquarters. The company currently has 4,100 employees. The company does not comment.
Moments
Twitter launches Moments (previously known as Project Lightning), a curated “best of Twitter” feeds. The content is accessed through a lightning icon, which leads to a menu of posts. The company says it will allow outside companies to create Moments, including partners such as Bleacher Report, BuzzFeed, Entertainment Weekly, Fox News, Getty Images, Mashable, Major League Baseball, NASA, the New York Times,Vogue and the Washington Post. .
Official announcement
Twitter officially announces Dorsey is permanent CEO. Costolo leaves the board. Dorsey hires Bain as COO.
Our work forward is to make Twitter easy to understand by anyone in the world, and give more utility to the people who love to use it daily!
— jack (@jack) October 5, 2015
To become CEO
Sources say Dorsey is expected to be named the company’s new permanent CEO as early as October 1. Dorsey will apparently continue to be CEO of Square.
Plans to go beyond 140 characters
Sources say Twitter is building a new product that will allow users to share tweets that are longer than the company’s 140-character limit, enabling users to publish long-form content to the service. Users can already tweet out blocks of text with products like OneShot, but those are images, not actual text published on Twitter. The company is also considering changing how it measures its 140-character limit, possibly removing links and user handles from the count.
Quits Twitter and Gawker
On the Re/code Decode podcast Dunham tells Swisher she has quit Twitter and Gawker citing verbal abuse and body-shaming.
I don’t look at Twitter anymore. I tweet, but I do it through someone else. I really appreciate that anybody follows me at all, and so I didn’t want to cut off my relationship to it completely, but it really, truly wasn’t a safe space for me.
She says the decision was prompted after she posted a picture of herself in her boyfriends’ shorts:
It wasn’t a graphic picture. I was wearing men’s boxers, and it turned into the most rabid, disgusting debate about women’s bodies, and my Instagram page was somehow the hub for misogynists for the afternoon.
She also says she has stopped reading Gawker and Jezebel:
I used to read Gawker and Jezebel in college and be like, ‘I can’t wait to get to New York where my people will be to welcome me.’ And it’s like, it’s literally, if I read it, it’s like going back to a husband who beat me in the face — it just doesn’t make any sense.