Elon Musk has launched an audacious bid to buy Twitter for more than $40bn, saying he wants to release its “extraordinary potential” to boost free speech and democracy across the world.
The Tesla chief executive and world’s richest person revealed in a regulatory filing on Thursday that he had launched a hostile takeover of Twitter. The news came just days after he bought a 9.2% stake in the social media company and was subsequently offered a seat on the board, but then refused to take up the position.
In a letter to Bret Taylor, Twitter’s chair, Musk said the site was not thriving as a company or a tool for improving freedom of speech, and “needs to be transformed as a private company”.
Musk, who has more than 80 million followers on Twitter, said if his offer was not accepted he would “reconsider my position as a shareholder” as he did not have “confidence in [Twitter’s current] management”.
“This is not a threat,” he added. “It’s simply not a good investment without the changes that need to be made.”
In the US Securities and Exchange Commission (SEC) filing on Thursday, Musk said he had offered to buy all Twitter’s shares for $54.20 each – a total of $41.4bn (£31.5bn) based on 763.58m shares outstanding, according to data from the financial information provider Refinitiv.
That share offer price would be a 54% premium to Twitter’s closing price on 28 January, the day before he started buying up his stake.
Twitter shares jumped 11% in pre-market trading on Thursday to $50.90 on news of the offer. However, after markets opened they only rose 2.5% in early trading to $47.
“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,” Musk wrote in the letter to Taylor.
“However, since making my investment I now realise 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. Twitter has extraordinary potential. I will unlock it.”
In a statement, Twitter confirmed it had received the “unsolicited” proposal and that the board would “carefully review” it to “determine the course of action that it believes is in the best interest of the company and all Twitter stockholders”.
With an estimated $274bn fortune, Musk, who is also the chief executive of the electric carmaker Tesla and aerospace firm SpaceX, is one of very few people with enough ready money to be able to fund a private purchase of Twitter. He has hired the investment bank Morgan Stanley to advise him on the takeover offer.
Dan Ives, an analyst at Wedbush, said Musk had kicked off a “Game of Thrones” with the company’s board that he believed would “end with Musk owning Twitter”.
“It would be hard for any other bidders/consortium to emerge and the Twitter board will be forced likely to accept this bid and/or run an active process to sell Twitter,” Ives said.
“There will be a host of questions around financing, regulatory, balancing Musk’s time (Tesla, SpaceX) in the coming days but ultimately based on this filing it is a now or never bid for Twitter to accept.”
The $54.20 offer price includes the number 420, in what appears to be a reference to the number used as code for cannabis. When Musk offered to take his electric carmaker Tesla private in 2018 he offered to buy the shares he did not already own for $420 a share, saying he had “funding secured” for the deal.
The SEC found against him over the tweet and Musk agreed to submit his public statements about the company’s finances to vetting by its legal counsel. He was later found to have violated this settlement and eventually agreed to step down as Tesla’s chair, appoint additional independent directors and agreed to pay $40m in penalties.
Dan Lane, an analyst at Freetrade, said the SEC may not take kindly to Musk’s attempt to buy Twitter. “Sowing the seeds of championing ‘free speech’ is one thing. But let’s not forget, Elon’s view of simply voicing opinion has been seen as reckless by regulators in the past,” he said.
“The headlines might inject a bit of life into Twitter’s share price but it could mean SEC scrutiny bleeds over from Musk’s mere use of the platform to the platform itself. That’s not something the firm will want hanging over it.”