If Twitter Board Acts Contrary to Shareholder Interests, They Would be Breaching Fiduciary Duty: Elon Musk

Elon Musk has offered to buy Twitter for 43 billion dollars, and this is widely being termed as a hostile takeover of the popular platform

Elon Musk, entrepreneur, investor, and business magnate of companies like Tesla and SpaceX, has made an offer to acquire all outstanding shares of Twitter for $54.20 each, which amounts to roughly 43 billion dollars. This information has been made public by Musk through a filing with the Securities and Exchange Commission. “Will endeavor to keep as many shareholders in privatized Twitter as allowed by law,” said Musk on Twitter.

Musk added in his filing that he believed that Twitter had extraordinary potential, which he can unlock. “I invested in Twitter as I believe in its potential to be the platform for free speech around the globe, and I believe free speech is a societal imperative for a functioning democracy.  However, since making my investment I now realize the company will neither thrive nor serve this societal imperative in its current form. Twitter needs to be transformed as a private company. As a result, I am offering to buy 100% of Twitter for $54.20 per share in cash, a 54% premium over the day before I began investing in Twitter and a 38% premium over the day before my investment was publicly announced. My offer is my best and final offer and if it is not accepted, I would need to reconsider my position as a shareholder,” he said in the filing.

Nevertheless, this move seems to be meeting with some resistance from other shareholders. “I don't believe that the proposed offer by Elon Musk ($54.20) comes close to the intrinsic value of Twitter given its growth prospects. Being one of the largest and long-term shareholders of Twitter, Kingdom Holding Company and I reject this offer,” tweeted Alwaleed Talal, Chairman of Kingdom Holding Company that has 5.2% ownership in Twitter.

Elon Musk however, who seems to have a large number of shareholders on his side, tweeted saying: “If the current Twitter board takes actions contrary to shareholder interests, they would be breaching their fiduciary duty. The liability they would thereby assume would be titanic in scale.”