Twitter announced late on Monday that it has entered a definitive agreement to be acquired by Elon Musk for $54.20 per share in a deal valued at $44 billion.
The transaction was unanimously approved by Twitter’s board and is expected to close this year subject to the approval of Twitter’s shareholders and other regulatory approvals.
“Under the terms of the agreement, Twitter stockholders will receive $54.20 in cash for each share of Twitter common stock that they own upon closing of the proposed transaction,” Twitter said in a statement. “The purchase price represents a 38% premium to Twitter’s closing stock price on April 1, 2022, which was the last trading day before Mr. Musk disclosed his approximately 9% stake in Twitter.”
The company announced that Musk secured $25.5 billion of fully committed debt and margin loan financing and is providing a $21 billion equity commitment.
Bret Taylor, Twitter’s Independent Board Chair, said, “The Twitter Board conducted a thoughtful and comprehensive process to assess Elon’s proposal with a deliberate focus on value, certainty, and financing. The proposed transaction will deliver a substantial cash premium, and we believe it is the best path forward for Twitter’s stockholders.”
Parag Agrawal, Twitter’s CEO, said, “Twitter has a purpose and relevance that impacts the entire world. Deeply proud of our teams and inspired by the work that has never been more important.”
Agrawal invited employees to a meeting so management could address their questions following the take over.
“The Twitter Board has announced it has entered into an agreement for Twitter to be acquired by a private entity fully owned and controlled by Elon Musk,” Agrawal said. “I know this is a significant change and you’re likely processing what this means for you and Twitter’s future.”
Twitter’s board of directors initially appeared poised to do everything in its power, including adopting a poison pill, to stop Musk from buying out the company with his unsolicited $43 billion dollar offer earlier this month.
However, things changed after Musk disclosed in a Securities and Exchange Commission (SEC) filing last week that he had secured more than $46.5 billion in financing to take over the company, including $13 billion from Morgan Stanley, $12.5 billion from other banks, and $21 billion from himself.
Musk contacted the The Babylon Bee earlier this year, before buying a large portion of the company, after the company said that they had been suspended for a satirical article that jokingly named Health and Human Services Assistant Secretary Rachel Levine “Man of the Year.”
“Musk reached out to us before he polled his followers about Twitter’s commitment to free speech,” Seth Dillon, CEO of The Babylon Bee, tweeted. “He wanted to confirm that we had, in fact, been suspended. He even mused on that call that he might need to buy Twitter. Now he’s the largest shareholder and has a seat on the board.”
Musk has hinted at and in some cases plainly stated changes that will be coming to Twitter if he takes over the company, including, loosening up the platform’s content moderators, making the platform’s algorithms open-sourced, eliminating bots, and authenticating real humans on the platform.
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