Photo by Michele Doying / The Verge

Stay up to date with the latest in the Musk-Twitter saga

On Thursday, April 14th, Elon Musk announced an offer to buy Twitter for $54.20 a share.

This is a huge story with a lot of fast-moving parts to it. Itโ€™s also a story that will likely stretch out over the next few months, maybe even longer. So we thought weโ€™d put together a guide for you, our readers, that can be updated as things continue to unfold. Because, like Elon, we โค๏ธ you.

So strap in โ€” itโ€™s going to be a bumpy ride.

The latest news:

Twitterโ€™s board adopts โ€œpoison pillโ€ to thwart Muskโ€™s takeover bid

The day after Musk announced his proposal to buy Twitter, the companyโ€™s board responded with a poison pill. This is basically the boardโ€™s way of saying, โ€œThanks, but no thanks.โ€

Twitterโ€™s board seems ready to put up a fight

The poison pill consists of a new โ€œshareholderโ€™s rights planโ€ to give certain shareholders the right to purchase more stock if Musk or another buyer attempts to seize control. And it signals that Twitterโ€™s board intends to fight Muskโ€™s bid to take sole ownership of the company.

Illustration by Kristen Radtke / The Verge; Getty Images

The story so far:

How did the Musk-Twitter saga begin?

A thousand years ago, on April 4th, 2022, Elon Musk announced that he had purchased 9.1 percent of Twitter. The news that the worldโ€™s richest man was now (briefly) the largest shareholder in his preferred social media platform sent the stock price soaring and many a keyboard a-typing.

Musk immediately set about soliciting suggestions about ways to improve Twitter by โ€” what else โ€” tweeting a poll. The company responded by offering him a board seat, a move that would have restricted him to owning just 15 percent of the company. At first, he said yes. Then he changed his mind and said no. Meanwhile, our resident Twitter and Musk experts, Casey Newton and Liz Lopatto, respectively, dug deeper into why Musk was flirting with Twitter and what the likely outcomes would be.

The SEC filings were the first hint that Musk may try to go big

After declining a seat on Twitterโ€™s board, Musk updated his filing with the Securities and Exchange Commission to indicate that he would not be a passive player in the companyโ€™s affairs. Gone was the language that he would restrict his holdings to just 14.0 percent of the company. In retrospect, this was the first clue that he may attempt something more impactful than just buying some stock of serving as a board member.

Illustration by Kristen Radtke / The Verge; Getty Images

Muskโ€™s offer to buy Twitter didnโ€™t seem likely at first

Platformerโ€™s Casey Newton isnโ€™t the only one who didnโ€™t believe Musk would launch a hostile takeover of Twitter. After news broke that Musk had acquired 9.1 percent of the companyโ€™s shares, many people briefly entertained the notion that Musk might try to buy the whole company, only to eventually conclude he had already gotten everything he wanted out of Twitter.

Casey was right in positing that Twitterโ€™s poison pill provisions may not be enough to stop Musk. But he also assumed that Musk would just continue to troll the company through his tweets โ€” which certainly still is a likely outcome.

Musk says his offer to buy Twitter is his โ€œbest and finalโ€

Anyone whoโ€™s been in the market to buy a house knows about โ€œbest and finalโ€ offers. In his opening salvo, Musk claims his bid to buy Twitter is exactly that. Whether that bolsters his position or ends up painting him into a corner is too early to say. But it is clear that he is offering Twitterโ€™s shareholders a pretty fair premium: $43 billion for a company with a $37 billion market cap.

Musk says that Twitter must go private in order to undergo the changes that need to be made. These include an edit feature, an open-source algorithm, less moderation, and a higher bar for removing offending tweets.

Musk isnโ€™t trying to buy Twitter to make money, in case you were wondering

Musk is a very rich guy. So, naturally, he would say that he isnโ€™t interested in buying Twitter to make money. He views Twitter as the โ€œde facto town squareโ€ and wants to open source the social media companyโ€™s algorithm. Heโ€™s trying to frame the whole takeover bid as some sort of crusade to protect free speech.

But even a free speech maximalist like Musk needs to convince shareholders that his buyout offer is in their financial self-interest. Otherwise, what are we really doing here?

Is Musk serious about buying Twitter, or is he just trolling?

Musk is a prolific Twitter user. Heโ€™s also a troll, and Liz Lopatto lays out what exactly he will need to do in order to get people to take him more seriously. Musk has a tendency to shoot from the hip, but several corporate governance experts told us they doubt he actually thought this whole thing out.

The financing to actually make the purchase hasnโ€™t been lined up

He hasnโ€™t lined up the financing to buy Twitter and take it private. He is working with Morgan Stanley, but itโ€™s anyoneโ€™s guess whether heโ€™s actually listening to them. Musk himself said he may not win in the end. If he succeeds in pressuring Twitter to make the changes he wants, he may just retract his bid. All things are possible.

Twitterโ€™s board views Muskโ€™s offer as unwelcome

Behind the scenes, Twitterโ€™s board members are plotting their response to the worldโ€™s richest manโ€™s takeover scheme. Thereโ€™s the poison pill, as well as previous provisions in the companyโ€™s bylaws, that could make it extremely difficult for Musk to assume control.

Photo by SUZANNE CORDEIRO/AFP via Getty Images

Twitter employees are told to strap in for a long ride

Twitterโ€™s first all-hands meeting after Muskโ€™s bid went public was a weird one. After serenading employees with Backstreet Boys and Aretha Franklin, the company said it would continue to evaluate the offer.

Employees told Alex Heath they were frustrated by the lack of a more detailed response. Theyโ€™re concerned about the future of the social media platform, as well as the possibility of layoffs.

Muskโ€™s understanding of โ€œfree speechโ€ is shaky at best

Hours after announcing his bid to buy Twitter, Musk was on stage in Vancouver for a well-timed interview with TED Talk founder Chris Anderson. During the conversation, Musk spoke about his โ€œobsession with the truthโ€ and echoed comments he made in his SEC filing about wanting to protect free speech and democracy.

Musk may be in for a rude awakening if he is able to buy Twitter

But as Adi Robertson points out, his understanding of free speech appears to be nebulous at best. After examining Muskโ€™s comments, as well as previous efforts by Twitterโ€™s leadership to contend with speech laws around the world, she concludes that Musk may be in for a rude awakening if he succeeds in buying the social media platform.

You can not understate what a rollercoaster ride this has been so far. He buys stock! Heโ€™s joining the board! No, wait, heโ€™s not joining the board! He could buy more stock! No, wait, he wants to buy the whole megillah! This thing has more twists than a Shyamalan movie. And weโ€™re not even halfway through.

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