Whether in the electric car revolution or exploring outer space, Tesla, Inc. 's chief executive, Musk, always subverts the routine and is a maverick. Today, the world's richest man seems to have an unfulfilled dream of rising from a cosmic Internet celebrity to a rulemaker who redefines the media platform.

On April 14, 2022, Musk announced plans to buy established US social media site Twitter for $54.2 a share, according to a filing with the Securities and Exchange Commission. Musk is not an outsider. Historical records show that he opened his position on Twitter as early as 2020 and increased his position aggressively at the end of January, spending nearly $2.9 billion for more than a month to buy himself into Twitter's number one shareholder, with a stake of 9.1%. Three times higher than founder Jack Dorsey's stake.

"since investing, I have realized that the company [Twitter] will neither thrive nor serve its social mission. In a letter to Bret Taylor, chairman of Twitter, Musk wrote that Twitter needs to get out of the stock market and become a private company again to make the transition.

"Twitter has extraordinary potential. "Musk put himself at the heart of the problem," I will unlock it. "

Musk's offer is like a pebble thrown into the lake, stirring the circles. The netizens' discussion about why Musk bought Twitter is interspersed with political reverie about whether Trump will make a comeback, whether the newly rich such as the currency circle will find a new experimental field, and Tesla, Inc. 's "peace of mind" after he was the top seller but was not invited by the White House to attend the electric car industry summit, and so on.

Tesla, Inc. 's fans merged Tesla, Inc. with Twitter's logo.

"on the one hand, I think Musk is rich and capricious, and he is not the first rich man to buy the media, but on the other hand, I think he is serious and has the ability to reinvent Twitter and maybe become the forerunner of Internet 3.0. A fan of Tesla, Inc. told the author.

Used to gain love and fine on Twitter.

Musk was addicted to Twitter before he became a major shareholder. He also gained love, wealth and fines.

Foreign media have estimated that Musk, 51, has become the second most popular tweet in the network since 2018, with content ranging from promoting Tesla, Inc. 's product marketing to responding to customer complaints, from choking with short sellers to giving advice to karst cave rescue in Thailand.

Other American executives or tycoons, such as Apple Inc's CEO Tim Cook and Berkshire's CEO Buffett, have also opened Twitter accounts, but the former has little interaction with netizens, while the latter can count the number of tweets posted on two hands. Unlike them, Musk not only tweets almost every day, from early morning to late at night, but also responds to netizens' comments, no matter how many fans they have.

This time he made a takeover offer for Twitter at 3am at Twitter headquarters. "you say, most people, who makes a takeover offer in the wee hours of the morning? Brent Thill, an equity analyst at brokerage Jefferies, told foreign media.

Another example of Musk's involvement of Twitter in his personal life is his acquaintance with his ex-girlfriend Grimes. Musk told a joke on Twitter about artificial intelligence, saying that a combination of Basilisk thought experiments (questioning the risks of AI) and rococo (18th-century baroque style) could create a new word "Rococo Basilisk", meaning "extremely complex and absurd".

As a result, Musk found that this stalk, which ordinary people could not understand, had been used by Grimes. Later, he and Grimes met and fell in love on Twitter.

Musk, who gains love through cold jokes, also jokes on Twitter because of love, paying real money and money. When he joked on April Fool's Day that "Tesla, Inc. is filing for bankruptcy", Tesla, Inc. 's share price fell by 5 per cent on the day.

Musk once tweeted that Tesla, Inc. had filed for bankruptcy. "Musk was found lying next to Tesla, Inc. Model 3, surrounded by" Teslaquilla "wine bottles, and tears can still be seen on his cheeks.

The greater loss of wealth occurred in the farce of Tesla, Inc. 's privatization.

In 2018, Mr Musk said on Twitter that he was "considering privatizing Tesla, Inc. at a price of $420" and had "locked in funds". This triggered a surge in individual stocks, rising from $342 to $371 on the day. But the SFC later ruled that Musk had made "false and misleading" statements to investors and that the so-called "capital lock-in" was not true.

Foreign media speculated that 420 was a marijuana cultural code, and Musk was probably just joking at that time. But as a result, as part of the settlement with the CSRC, in addition to Musk's personal and Tesla, Inc. fines of $20 million each, Musk stepped down as chairman and agreed that any tweets about listed company Tesla, Inc. would have to be checked in advance by the company's legal department.

Musk, who loves and hates Twitter, is not willing to be an avid user.

On April 4, Musk told the SEC that as of March 14, his stake in Twitter had reached 9.2%, just one step away from the 10% listing line, making it the largest shareholder in Twitter at that time. When he declared, he used the 13G declaration form to show his identity as a passive investor. Generally speaking, active investors need to declare in form 13D, in addition to describing individual positions, but also need to elaborate on the source of funds and purchase intentions.

Musk disclosed the cost of buying Twitter from January 31 in a filing with the Securities and Futures Commission.

Around the time of revealing the identity of the majority shareholder, Musk's tweet began to cover a new content-how to run the future of Twitter, which was voted on by netizens.

On April 10, after Musk received an invitation to join the Twitter board, he posted a number of tweets suggesting not only operational changes such as price cuts, advertising bans and dog money payments for Twitter's subscription service Twitter Blue, but also that Twitter's San Francisco office building should be transformed into a homeless shelter, "because there are no employees working in the office at headquarters anyway." Nearly 2 million people voted for the tweet, and more than 90 percent voted in favor.

But the tweets were then deleted. On the same day, Twitter CEO Agrawal (Parag Agrawal) announced that Musk had rejected the proposal to join the board.

Dan Evans, an analyst at Wedbush, told Prism's authors that Musk refused to join the board perhaps because he and the board could not agree on whether to change the company based on netizens' votes. "as a director, you often need to take a more backseat posture, that is, a quieter position. "

Dan Evans also said that as part of the agreement to join the Twitter board, Musk needs to keep his stake below 14.9% by 2024, and that if he does not need to abide by the agreement, Musk can take a more aggressive stance or even buy it all.

The attacking Musk has the same source of funding as the riddle.

Sure enough, Musk, who refused to join the board, began to enter the buyout mode, making an offer with a total price of $43 billion on April 14th.

Wang Jinlong, CEO of CSI Global, commented on the author of Prism that Musk made an offer in his personal capacity, not Tesla, Inc.. "generally speaking, there are consortia behind privatization on this scale, and not all of them are self-funded. He only needs to sell the equity part, and the rest will be handed over to a group of buyers led by investment banks, mainly banks and private equity funds to provide loans. Loans generally look at the solvency of the company, mainly the ability to generate free cash flow, which is generally 5-8 times that of EBITDA. "

"the purpose of privatization is to turn the business around. Twitter used to be a very successful company with good cash flow and profits, but then it couldn't keep up with the situation and needed to adjust its strategy to release more value. Wang Jinlong said.

Take Dell's privatization in 2013 as an example. Dell, once seen as a model of innovation in the PC era, ran into operational difficulties in the mobile Internet and cloud computing era because it missed the time to transition to smart terminals such as tablets. To reverse the company's strategy, founder Michael Dell teamed up with private equity firm Silver Lake Capital to take Dell private through a leveraged buyout to avoid a respite from public shareholders and regulators. At that time, Dell's privatization cost as much as $24.9 billion, of which Michael Dell himself contributed 16% of its shares in the company and part of its cash, private equity Silver Lake Capital contributed $1 billion in cash, Microsoft Corp contributed $2 billion in loans, and Bank of America Merrill Lynch and Barclays provided $11 billion to $12 billion in debt financing.

Wang Jinlong believes that from the perspective of the financial environment, the loan interest rate is relatively low and the leverage ratio is relatively high. Judging from the choice of the target, Twitter's recent depressed share price is also a good target for mergers and acquisitions or privatisation.

"loans take precedence over equity, and if you don't pay it back, the company belongs to the consortium and Musk's equity goes down the drain. Wang Jinlong also said.

Similarly, Egon Durban, the 48-year-old co-chief executive of Silver Lake Capital, is the operator of Dell's privatisation and now has a seat on the Twitter board. He used to work in the investment banking department of Morgan Stanley, the financial intermediary mentioned in Mr Musk's offer.

Egon Durban joined Twitter's board in 2020, when Twitter was attacked by activist investor Elliot Management. The latter quietly built a stake of about 4 per cent in Twitter, disclosed its position and nominated four new directors shortly before the deadline for nominations for the new board, and pressured Jack Dorsey, then CEO of Twitter, to leave. Since then, Twitter has secured an investment of $1 billion in Silver Lake and asked Egon Durban and Jesse Cohn, a partner in Elliot's management company, to join the Twitter board to balance forces and make a temporary truce with activist investors.

As a condition of joining the board, documents from the CSRC show that Silver Lake cannot bid for Twitter as long as Egon Egon Durban remains on the board. This makes Musk question whether he can find suitable syndicated foreign aid for the acquisition at this time.

As of press time, Musk has not disclosed the source of funding behind the offer. Bloomberg has estimated that although Musk's net worth is as high as $270 billion, making him the richest man in the world, his liquidity is only about $3 billion.

Twitter may offer poison pill plan

When Musk's acquisition of Twitter became a national concern, both the offensive and defensive sides were releasing more information.

Twitter, as the defender, has publicly replied, "the Twitter board will carefully review the proposal to determine what it believes is in the best interests of the company and all Twitter shareholders." "

Twitter held a plenary meeting on the day Musk announced the offer. At the plenary meeting, current Twitter CEO Palag Agrawal (Parag Agrawal) assured employees that the company was not "hijacked" by news of Musk's acquisition, Reuters quoted people familiar with the matter as saying. Musk has mentioned in his offer that his offer is "best and final" and that if Twitter rejects the offer, he will reconsider his status as a major shareholder-interpreted by the outside world as if the acquisition fails, the stock may be sold.

Professor Zhang Qingquan of the School of Business at the University of Illinois at Urbana-Champaign told the author that the board still has a variety of ways to deal with hostile takeovers. First, the board of directors can vote down the buyer's strategy and bid; second, it can introduce a "poison pill" to reduce the hostile buyer's stake in the company by diluting its shares.

Musk, the attacking side, appeared at the TED forum in Canada. In an interview at the forum, he mentioned that his intention to buy Twitter was not to make money: "I think having a public platform with the greatest degree of trust and inclusiveness is extremely important to the future of civilization. I don't care about economics at all. He believes that the way to increase trust in the platform is open source algorithms.

Asked if the world's richest man had too much power over important media platforms, Musk named Mark Zuckerberg, founder of Meta, to defend himself: "he already owns Facebook, Instagram and WhatsApp. He said that through open source algorithms, he would not change and edit anyone else's tweets himself.

He also said that although he has the financial ability to buy Twitter, he would prefer to retain more shareholders within the scope of the securities law, rather than one person eating all the shares.

But other major shareholders of Twitter seem to have another idea.

Saudi royal Alwaleed Ben Talal (Alwaleed bin Talal), who claims to be one of Twitter's largest shareholders, tweeted publicly, "I don't think the proposed offer is close to the intrinsic value of Twitter. Talal holds a 5.2 per cent stake in Twitter through Kingdom holding company, according to a SEC filing. Bloomberg estimates his current shareholding at about 4.4%.

Another major shareholder, Mutual Fund Leader, is also increasing its stake in Twitter. Financial documents on April 8 show that pilot already owns 82.4 million shares in Twitter, meaning it may have overtaken Musk to become Twitter's largest shareholder. Pilot doesn't actually make individual stock bets on Twitter. It often invests through index funds, so it usually sides with management in voting on corporate strategy.

Brent Thill, an equity analyst at brokerage Jefferies, said in an interview with foreign media that he judged that it was a company, not an individual, that Twitter's board wanted to make an offer, such as Saleforces, which was once interested in Twitter, or Microsoft Corp, who is cutting from corporate business to consumer business through Activision Blizzard. But I doubt whether regulators will allow such large-scale mergers and acquisitions now. At the same time, he predicted that the Twitter board decided that Musk's offer was too low and that "more than $60 a share is the right price."

When asked if there were any other plans if the board rejected the offer, Musk publicly stated at the forum that there was a "plan B", but did not disclose the specific plan.

It is not known whether Musk can use his "money ability" to gain control of the platform, but his "muscle show" is getting more traffic. As of press time, Musk's tweets posting his acquisition offer had received 130000 retweets, 770000 likes and 70, 000 comments. In the reply messages, there were not only the "outline" of Tesla, Inc. users merging the trademarks of Tesla, Inc. and Twitter, but also the opportunity for US congressional candidates to express their support for free speech, as well as applause from supporters of the cryptographic currency dog currency.

Sun Yuchen claimed in his tweet that he would buy Twitter for $60 per share.

Sun Yuchen, who is well versed in the traffic password, is not absent. He left a message after Musk's offer, saying he was willing to offer $60 a share, which was higher than Musk's offer.