Apr 18, 2022 11:40:00

Twitter counters with 'poison pill' to prevent acquisition by Elon Musk

Twitter's board of directors unanimously adopted a limited-time 'shareholder rights plan.' This is a 'poison pill' to prevent hostile takeovers by its largest shareholder, Elon Musk, and it seems that Musk's intention to take full control of Twitter has retreated significantly.

Twitter Adopts Limited Duration Shareholder Rights Plan, Enabling All Shareholders to Realize Full Value of Company

https://www.prnewswire.com/news-releases/twitter-adopts-limited-duration-shareholder-rights-plan-enabling-all-shareholders-to-realize-full-value-of-company-301526627.html

Twitter board responds to Elon Musk's $ 43 billion bid with a poison pill --The Verge

https://www.theverge.com/2022/4/15/23024978/elon-musk-twitter-buyout-offer-ownership-deal-finance

'Poison pill' is a measure to prevent hostile takeovers by giving a specific shareholder the right to buy more shares by a company that is about to take control.

In April 2022, global millionaire Elon Musk, who operates businesses such as Tesla and SpaceX, acquired a 9.2% stake in Twitter and became the largest shareholder.

Elon Musk buys 9.2% of Twitter stock and asks the largest shareholder why 'to protect freedom of speech' --GIGAZINE

After that, Twitter announced that Mr. Musk will be a board member. Documents submitted to the U.S. Securities and Exchange Commission reveal that the term of office is until 2024, during which time and for 90 days after retirement, no more than 14.9% of the shares will be acquired and become a substantial owner. Was there.

Elon Musk tells Twitter's board of directors, 'I'm looking forward to making significant improvements to Twitter with CEO Parag and others.' --GIGAZINE

by

Steve Jurvetson

At the time of the announcement, Mr. Musk also tweeted like a rush, but in the end, he declined to become a director. He indicated his intention to acquire Twitter.

Elon Musk proposes to buy Twitter for over 5 trillion yen, will the stock be kept private for free speech-GIGAZINE

The countermeasures presented by Twitter this time are triggered when a corporation, individual, or organization obtains 15% or more of the issued common stock through a transaction that has not been approved by the board of directors. Shareholders other than corporations, individuals, and organizations are granted the right to purchase additional common stock.

If the board of directors determines that it is in the best interests of Twitter and its shareholders, it does not prevent it from engaging with the parties or accepting the takeover offer.