TheQuartering [4/17/2022]
After Twitter’s board on Friday moved to shore up defenses against Elon Musk’s hostile takeover bid, Musk has sought to use the company’s platform against it, launching a series of critical tweets at the board this weekend. Those messages sought to characterize the directors as irresponsible for turning away Musk’s overtures.
What’s more unusual is who else was lobbing complaints: Jack Dorsey, the Twitter cofounder who left as CEO only in November and remains a board member until next month.
Dorsey labeled the board as “consistently the dysfunction of the company” and said he agreed with venture capitalist Gary Tan’s statement that a badly run board “can literally make a billion dollars in value disappear.” When another Twitter user asked Dorsey if he was allowed to be speak publicly like this, Dorsey had a clear response. “No,” he said.
Musk worked to paint the board as out of touch with the company’s best interest by noting their small holdings in Twitter stock. “With Jack departing, the Twitter board collectively owns almost no shares!” Musk wrote. “Objectively, their economic interests are simply not aligned with shareholders.” (In Musk’s mind, if they were large shareholders, they wouldn’t be able to mistake the great offer he’s made for the business.)
Musk, the Tesla CEO, has offered to buy Twitter for $54.20 a share, an approximately $43 billion valuation on the company. On Friday, the board announced it had adopted a poison pill measure, which would allow them to sell stock and dilute Musk’s ownership. It is a signal the board has little interest in accepting Musk’s proposal. Musk has said he won’t make another one, though it’s entirely possible that the unpredictable electric-car billionaire may change his mind. As for Twitter, it may elect to find a buyer it sees as more suitable, a so-called white knight defense strategy.