Elon Musk: Always A Douche

[Josquius]

Saw a comment the other day that it's natural for Musk to weigh in on the Ukrainian war - after all he knows a few things about failed takeovers.

[OttoVonBismarck]

I am guessing Musk has gotten more financial backing to complete the deal, as I have always assumed his immediate buyer's remorse was based on his realization that Twitter is not a very good investment and he had staked a fuckton of his personal Tesla shares on it. That plus the appearance thus far that the Delaware chancery court was not going to be kind to him.

[Jacob]

Man this is a soap opera:

Exclusive: Apollo, Sixth Street no longer in talks to finance Twitter deal, sources say

By Chibuike Oguh

NEW YORK, Oct 5 (Reuters) - Apollo Global Management Inc (APO.N) and Sixth Street, which were looking to provide financing to Elon Musk earlier this year for his proposed buyout of Twitter Inc (TWTR.N), are no longer in talks with the billionaire entrepreneur, according to two sources familiar with the matter.

Musk and Twitter are in litigation after the entrepreneur initially pulled his offer to buy the company are in talks to end the case and clear the way for the $44 billion deal to close.

Twitter and Musk did not immediately respond to request for comment, while Apollo and Sixth Street declined to comment.

Musk has said he would finance the deal with his own cash, co-investors and bank financing.

Earlier in the year, Apollo was also considering ways it could provide financing to a deal, sources previously told Reuters.

Sixth Street was part of the talks, where the investors were looking at providing about $1 billion for the deal.

https://www.reuters.com/markets/deals/exclusive-musk-apollo-no-longer-talks-finance-twitter-deal-source-2022-10-05/

... though I guess providing $1 billion out of $54 billion isn't that much all things considered, so maybe Musk can close the gap?

[HVC]

Surprised he hasn't lost more investors. I would think spending months trying to bad mouth Twitter to get out of your troll gone bad would have soured the money people.

[Admiral Yi]

Surprised he hasn't lost more investors. I would think spending months trying to bad mouth Twitter to get out of your troll gone bad would have soured the money people.

These were lenders not investors.  Lenders can money on a shitty deal.

[The Minsky Moment]

Meanwhile no stipulation of settlement has been filed in the Chancery Court in Delaware.  The case is still set for trial in 11 days.

I wouldn't bank on a deal happening until I get confirmation of closing.

[alfred russel]

So a couple ideas that are totally out of my ass:

-wasn't the original deal contingent on financing? if the changes in the market mean the financing is going to fall through, maybe musk is like, "i'll let the financing fall through and then i'll get out of it that way"
-did the financing involve debt with interest rates based on the rates at the time of the deal? if so, while Musk may be overpaying for twitter based on current market prices, he may be getting a partially offsetting bargain due to debt that is now super cheap. if so the folks financing this are the ones that would be taking a bath.

[The Minsky Moment]

"Obtaining the financing or any alternative financing is not a condition to the closing of the merger."

From the proxy statement summarizing the merger terms.

[OttoVonBismarck]

Without knowing the minute details, my baseline assumption is Musk will not willingly close the deal unless he has found some mechanism on the back end to offload most of the risk to other parties--I don't think he is actually willing to end up in a situation where he has to lose tens of billions in Tesla equity shares to secure Twitter.

[The Minsky Moment]

Found the financing language: "(f) Parent acknowledges and agrees that neither the obtaining of the Financing or any alternative financing, nor the completion of any issuance of securities contemplated by the Financing or any alternative financing (including the Alternative Financing), is a condition to the Closing, and reaffirms its obligation to consummate the transactions contemplated by this Agreement irrespective and independently of the availability of the Financing or any alternative financing (including the Alternative Financing), or the completion of any such issuance, subject to the applicable conditions set forth in Article VII."

[Zanza]

In normal English nouns are not written with a capital letter. Is that specific to the way you write contracts?

[Barrister]

In normal English nouns are not written with a capital letter. Is that specific to the way you write contracts?

Capitalizing words in a contract or other legal document would typically mean that the particular word has been defined somewhere else in the document.

[alfred russel]

"Obtaining the financing or any alternative financing is not a condition to the closing of the merger."

From the proxy statement summarizing the merger terms.

Why would he do that?

[Zanza]

In normal English nouns are not written with a capital letter. Is that specific to the way you write contracts?

Capitalizing words in a contract or other legal document would typically mean that the particular word has been defined somewhere else in the document.

Ah ok, that makes sense.

[grumbler]

In normal English nouns are not written with a capital letter. Is that specific to the way you write contracts?

Capitalizing words in a contract or other legal document would typically mean that the particular word has been defined somewhere else in the document.

Ah ok, that makes sense.

As Beeb said, when terms are uniquely defined in this fashion the defined word becomes a proper noun:  not "an agreement" but "the Agreement."