Twitter has reached a definitive agreement to sell itself to Elon Musk, the richest man in the world, for approximately 44,000 million dollars.
It is the largest social media acquisition, surpassing Microsoft’s $26.2 billion purchase of Linkedin.
Musk made an unsolicited bid for the social media giant, offering to buy its shares for $54.20 apiece, reasonably more than the $40 or more he has been selling.
After initially rejecting the offer, it became clear on Monday that Twitter was seriously considering the offer and that both sides were close to reaching a deal.
In a statement late Monday, Musk announced that Twitter Inc. had reached a definitive agreement to be acquired by an entity wholly owned by Musk, for $54.20 per share in cash in a transaction valued at approximately $44 billion. . After the transaction is complete, Twitter will become a private company.
Under the terms of the agreement, Twitter shareholders will receive $54.20 in cash for each share of Twitter common stock they own at the closing of the proposed transaction. The purchase price represents a 38% premium to Twitter’s closing stock price on April 1, 2022, which was the last trading day before Musk disclosed his roughly 9% stake in Twitter.
Bret Taylor, Chairman of Twitter’s Independent Board, said: “Twitter’s board undertook a thoughtful and comprehensive process to evaluate Elon’s proposal with a deliberate focus on value, certainty and funding. The proposed transaction will generate a substantial cash premium and we believe it is the best way forward for Twitter shareholders.”
Parag Agrawal, CEO of Twitter, said: “Twitter has a purpose and relevance that affects the entire world. Deeply proud of our teams and inspired by the work that has never been more important.”
“Freedom of expression is the foundation of a functioning democracy, and Twitter is the digital public square where issues vital to the future of humanity are debated,” Musk said. “I also want Twitter to be better than ever by improving the product with new features, making the algorithms open source to increase trust, defeating spam bots, and authenticating all humans. Twitter has huge potential – I look forward to working with the company and the user community to unlock it.”
Terms of Transaction and Financing
The transaction, which has been unanimously approved by Twitter’s Board of Directors, is expected to close in 2022, subject to Twitter shareholder approval, receipt of applicable regulatory approvals and the satisfaction of other customary closing conditions. .
Mr. Musk has secured $25.5 billion of fully committed debt and margin loan financing and is providing a capital commitment of approximately $21.0 billion. There are no financing conditions at the closing of the transaction.
Twitter plans to release results for the first quarter of fiscal year 2022 before the market opens on April 28, 2022. In light of the pending transaction announced today, Twitter said it will not hold a related conference call.