Elon & Twitter

[JRP3]

This could happen to Twitter under Elon's rule

Google says that the app violates the Play store’s standards for content moderation, according to Axios.

Trump's Truth Social barred from Google Play store over content moderation concerns

Truth Social, the would-be Twitter competitor created by Trump Media and Technology Group, remains unavailable on the Google Play store.

www.cnbc.com

 

[Bouba]

Another question for the panel…if Elon can provoke a government investigation (any government) can he then ask the court to wait for the result?

 

[Knightshade]

Another question for the panel…if Elon can provoke a government investigation (any government) can he then ask the court to wait for the result?

Probably not unless he can convince the court the result would likely be an MAE.

If, as seems more likely, this is just normal corporate crap and they'd face at worst some wrist slaps and/or reasonable settlements (or maybe just some pointless congressional hearings that lead to NO consequences at all), and its impact on Twitter and its shareholders would ultimately be pretty limited, that wouldn't be a reason to get out of the deal.

It might arguably provide Musk a bit more leverage to convince them to take a slightly lower price though--- but unless the judge decided to accept the additional complaints and allow significant additional discovery, I don't see why Twitter would do that rather than stick to specific performance at $54.20 and let Elon worry about any investigations once he owns the thing.

 

[jeewee3000]

Another question for the panel…if Elon can provoke a government investigation (any government) can he then ask the court to wait for the result?

You can ask. But the judge has the final say regarding the calendar of the proceedings. (At least in EU)

 

[EVNow]

The order was to remove content, how does that not violate freedom of expression?
I guess I think that an order authorized by an unconstitutional law is illegal. Seems sort of like semantics but I'm no lawyer.

Freedom of expression is not absolute - it has exceptions. Just like 1st amendment (that it was modeled on). The basic argument is going to be about a Supreme Court ruling from 2017/18 that laid out some exceptions.

I’m just distinguishing between the order to take down some content (which is based on a law) and putting a spy which is clearly not based on any. The order was public and being litigated. Putting a spy is clearly neither …

 

[EVNow]

The whistleblower hasn't said anything about Twitter's intent to defraud Musk yet. Musk would also have to prove that he relied on those false statements made with that intent. It seems to me like Elon just decided to buy Twitter on a whim! Twitter is of course trying to prove that by subpoenaing everyone Elon talked to in the last six months.

I think the Indian spy being allowed is enough to cancel the deal.

It can enormously affect the company’s image in the eyes of users. “Twitter allows foreign spies unfettered access” is bad enough.

 

[EVNow]

That's exactly the problem Elon has here... "company maybe did some bad stuff" isn't sufficient.

He has to prove they EITHER did:

Bad stuff specifically listed in the contract as bad enough to get out of the deal (or even relevant to the deal specific terms- because the wording of the deal specifically excludes a lot)

or

Massive outright fraud on a colossal enough scale to be an MAE outside the specific terms of the actual merger agreement

I was reading on Twitter that apparently there are many other stuff around companies being bought under SEC rules - not just the agreement and contract law.

In any case as I said allowing foreign spies access is bad enough.

 

[Daniel in SD]

I think the Indian spy being allowed is enough to cancel the deal.

It can enormously affect the company’s image in the eyes of users. “Twitter allows foreign spies unfettered access” is bad enough.

Doesn't seem to affect TikTok's popularity. I guess we'll have to wait and see how it affects mDAU numbers and revenue.
My guess is the change won't be large enough to constitute a MAE (which apparently is a very high bar).
It seems like not allowing foreign spies and getting kicked out of India would be way more likely to be an MAE.

 

[Daniel in SD]

I'm not sure if it actually got posted here and I think everyone should rely primarily on primary sources. Here is the (redacted) whistleblower complaint:

https://s3.documentcloud.org/documents/22186782/whistleblower_disclosure.pdf

 

[Knightshade]

I was reading on Twitter that apparently there are many other stuff around companies being bought under SEC rules - not just the agreement and contract law.

Like what- specifically?

In any case as I said allowing foreign spies access is bad enough.

"bad enough" is not a legal term though.

You'd need evidence it meets the threshold of an MAE. Which, so far, there's little to no evidence to support a claim of.

Are they facing a massive loss in revenue from it? No evidence of that.
Are they facing massive regulatory penalties from it? No evidence of that.
Are they facing some massive loss in # of users from it? No evidence of that.
Are they facing some fundamental change to their business at all from it? No evidence of that.

"looks bad" is not an MAE.

 

[AlanSubie4Life]

I don't see why Twitter would do that rather than stick to specific performance at $54.20 and let Elon worry about any investigations once he owns the thing.

Sort of unrelated to the whistleblower, but in general, a negotiated settlement is quite likely - or at least it would be if Elon were willing. But there is no way he is going to settle is my guess.

The board doesn’t really have any legal exposure to shareholders by lowering the price it sounds like. There’s precedent and it would be fine (within reason of course). At least that is what the legal experts say!

 

[EVNow]

Are they facing a massive loss in revenue from it? No evidence of that.

Too early.

Wait for the SEC, DOJ probes, congressional committee hearings etc.

 

[Knightshade]

Too early.

Wait for the SEC, DOJ probes, congressional committee hearings etc.

"there might be hearings" also isn't an MAE though.

 

[AlanSubie4Life]

More completely irrelevant analysis. I don’t get it. What does this have to do with anything? (Paywall; thanks Elon.)

https://twitter.com/x/status/1565189065158311937

 

[Daniel in SD]

More completely irrelevant analysis. I don’t get it. What does this have to do with anything? (Paywall; thanks Elon.)

https://twitter.com/x/status/1565189065158311937

It’s weird how much Elon cares about public relations versus actually winning the case.
I don’t think Twitter even discloses how many accounts they have.

 

[Bouba]

It’s weird how much Elon cares about public relations versus actually winning the case.
I don’t think Twitter even discloses how many accounts they have.

Because win or lose...he’s determined to enjoy this case

 

[Daniel in SD]

Because win or lose...he’s determined to enjoy this case

Yeah it does seem way more enjoyable than running Twitter.
I really have no idea why he ever thought that that would be a good idea. Hopefully he’s going to delegate that to someone else.

 

[EVNow]

"there might be hearings" also isn't an MAE though.

Musk’s lawyers will argue otherwise.

 

[EVNow]

Yeah it does seem way more enjoyable than running Twitter.
I really have no idea why he ever thought that that would be a good idea. Hopefully he’s going to delegate that to someone else.

I doubt it … he won’t be forced to buy

 

[Daniel in SD]

I doubt it … he won’t be forced to buy

Bold prediction. I think there's a very large chance you'll be able to claim you were right. I think the most likely outcome is that he will be both "forced" to buy and not "forced" to buy (i.e. he'll agree to buy for a slightly reduced price because his defense is weak). I don't have any money on it though!