Elon Musk Puts Twitter Deal on Hold: A Timeline of the $44 Billion Takeover Saga
The whole saga unfolded in a matter of three months.
(This story was first published on 25 April and has been republished in light of Elon Musk's tweet on Friday, 13 May, in which he says the Twitter deal is temporarily on hold.)
On Friday, 13 May, Elon Musk tweeted that the "Twitter deal is temporarily on hold" with a link to a report about the microblogging site's claim that spam and fake accounts represent less than 5 percent of its users.
This comes weeks after Twitter agreed to the $44 billion takeover offer from the world's richest man, Elon Musk. Once the deal is implemented, it will become a privately owned company.
At the start of the year, Musk had no stake in the social media company. Beginning January, he quietly amassed shares to become Twitter's largest shareholder.
Then, on 4 April, he put an offer on the table, which was actively rebuffed by Twitter's board. Now, weeks later, the company has inked a "definitive agreement" to sell itself to Elon Musk.
The whole saga unfolded in a matter of three months.
Here's a timeline of events leading up to the takeover:
January to March: An Idea Is Born
Musk has been a prolific Twitter user for over a decade. He has nearly 85 million followers on the platform, with whom he freely shares news, memes, and commentary. He's even expressed interest in buying the platform as early as 2017.
Musk, a self-proclaimed free-speech absolutist, has also been a fierce critic of his beloved social media platform, especially over its restriction of free speech.
In March 2022, he invited a poll on Twitter, asking users if they believe Twitter rigorously adheres to the principle that free speech is essential to a functioning democracy.
"The consequences of this poll will be important. Please vote carefully," he said. Seventy percent of the respondents chose "No".
Musk then indicated that he was giving "serious thought" to building a new social media platform. Several of his followers suggested that he should just buy Twitter instead of building a platform from scratch.
However, it is possible that he was already considering purchasing Twitter at this point, or at least joining its board to influence decision making.
That's because he had secretly been amassing Twitter shares from 28 January. By 14 March, Musk already had over a 5 percent stake.
Early April: An Invitation to the Board
In an SEC filing on 4 April, Elon Musk revealed to the world that he had become Twitter's largest shareholder. By this time, he had built up a 9.2 percent stake worth about $3 billion.
On 5 April, CEO Parag Agrawal announced that Musk had been invited to Twitter's board, causing the company's stock to jump 27 percent.
"He's both a passionate believer and intense critic of the service which is exactly what we need on Twitter, and in the boardroom, to make us stronger in the long-term. Welcome Elon!" Agrawal tweeted.
Twitter's employees were unhappy at the announcement. Several felt that Musk's involvement could damage the culture of the company.
A week later, Elon Musk decided not to join the board, likely because of a stipulation that a director of the board isn't allowed to own more than 14.9 percent of Twitter stock.
"I believe this is for the best," said Agarwal, adding that there will be distractions ahead.
Mid April: An Offer Is Made
In a letter delivered to Twitter on 13 April, Musk offered to "acquire all of the outstanding Common Stock of the issuer not owned by the Reporting Person for all cash consideration valuing the Common Stock at $54.20 per share."
This offer, which represented a 38 percent premium over the 1 April price, and valued the company at around $43 billion, was made public the next day.
In his letter, he told the board that the company "will neither thrive nor serve this societal imperative" in its current form. "Twitter has extraordinary potential. I will unlock it," he added.
Twitter was cold towards the "unsolicited" offer, partly because Musk had shared no details about how he would conjure up more than 40 billion dollars.
On April 15, the company said that its board of directors had unanimously adopted a so-called 'poison pill' defence that would dilute Musk's shares if he attempted a hostile takeover.
Meanwhile, Twitter shareholder Marc Bain Rasella sued Elon Musk, claiming that his delay in disclosing his stake kept the share price down, allowing him to continue buying more shares at a lower price.
April End: A Deal Is Inked
On 21 April, Musk unveiled a fairly detailed $46.5 billion financing package. He would take $13 billion from banks as loans, borrow $12.5 against his own equity, and come up with $21 billion himself, presumably by selling some of his shares.
Musk also formed three new holding companies to facilitate the purchase.
The plan wooed Twitter shareholders who pressured the board to commence negotiations with the Tesla CEO, Reuters reported.
On 24 April, reports started emerging that Musk met with executives from Twitter and the two parties were nearing a deal.
The next day, Twitter officially announced that "it has entered into a definitive agreement to be acquired by an entity wholly owned by Elon Musk, for $54.20 per share in cash in a transaction valued at approximately $44 billion."
After the deal is executed, Twitter will go private. It will be the largest deal to take a company private in the last 20 years, according to Dealogic.
Bret Taylor, Twitter's Independent Board Chair, said, "The proposed transaction will deliver a substantial cash premium, and we believe it is the best path forward for Twitter's stockholders."
Musk said he would make Twitter "better than ever" with new features, open source algorithms, defeating the spam bots, and authenticating all humans.
May: Deal 'Temporarily on Hold'
In May, reports emerged that Elon Musk has told potential investors that he plans to take the company public again within a few years, likely to fuel the interest of potential investors.
The plan seems to have worked because the billionaire secured new financial commitments of around $7.1 billion from 19 investors to move forward with the takeover.
Then, on 13 May, Musk tweeted that the "Twitter deal is temporarily on hold pending details supporting calculation that spam/fake accounts do indeed represent less than 5 percent of users."
This came days after Twitter estimated in a filing that false or spam accounts represented fewer than 5 percent of its monetisable daily active users during the first quarter of 2022.
Twitter shares fell 11 percent pre-market after Musk's tweet, Bloomberg reported. The deal's future remains uncertain, as Musk and Twitter haven't offered further explanation.
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