The financing was disclosed in an SEC filing Thursday. According to Musk’s filing, the financing includes commitments from Morgan Stanley and other financial institutions. Musk has not yet decided whether he will make a tender offer for Twitter (to buy shares directly from existing investors); he may take other steps to further the proposed takeover, per the filing.
Musk “is exploring whether to commence a tender offer to acquire all of the outstanding shares of [Twitter’s] Common Stock” for $54.20 per share, “but has not determined whether to do so at this time,” according to the filing.
Last week, Musk — the CEO of Tesla and SpaceX and the wealthiest person on the planet — proposed to buy Twitter for about $43 billion in a hostile takeover, offering $54.20 per share for the social media company. Last Friday, Twitter adopted a “poison pill” plan to fend off a potential hostile takeover, designed to stop any individual or entity from amassing more than a 15% stake in the company by buying shares on the open market.
Musk is exploring whether to move forward with a tender offer for Twitter “given the lack of response by Twitter” to his previous buyout offer, according to Thursday’s filing.
“[W]e don’t believe [the financing] puts Musk any closer towards reaching a deal given: 1) our view that the board likely wants to avoid selling to Musk, and 2) the added poison pill creates a more challenging backdrop,” CFRA Research analyst Angelo Zino wrote in a note Thursday. “We think Musk could look to increase his stake closer to 15% to put additional pressure on TWTR, but we think he will ultimately need to have constructive conversations with the board to be successful.”
Musk earlier this month disclosed that he had acquired about 9.2% of the shares in Twitter, making him the largest shareholder in the company. The mercurial billionaire had reached an agreement to join Twitter’s board on the condition that he amass no more than 14.9% of its shares. Musk later reversed course and decided to not join the board — before making the unsolicited overture to take Twitter private.
A Twitter rep said the company had received Musk’s updated proposal. “As previously announced and communicated to Mr. Musk directly, the board is committed to conducting a careful, comprehensive and deliberate review to determine the course of action that it believes is in the best interest of the company and all Twitter stockholders,” the spokesperson said.
The financing package Musk has lined up (for what the filing calls “Project X”) comprises $21 billion in equity financing, $13 billion in debt facilities and $12.5 billion in margin loans. In addition to Morgan Stanley, other banks participating in the financing include Bank of America, Barclays, MUFG, Societe Generale, Mizuho Bank and BNP Paribas.
Musk is a Twitter power user who currently has 82.7 million followers on the platform. He’s indicated that he is interested in owning Twitter — which he has called “the de facto public town square” — in order to have it more rigorously adhere to principles of free speech. Musk has criticized Twitter’s “failure” to let its users engage in free speech.
“A social media platform’s policies are good if the most extreme 10% on left and right are equally unhappy,” he tweeted Tuesday.
Twitter’s stock has risen around 20% since Musk disclosed his 9.2% ownership stake. Amid a drop in broader market indexes, Twitter shares closed Thursday up 0.7% to $47.04 apiece.
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