The ignorance of this fact seems intentional.

Funny how there's this big push for people to join some ephemeral, federated network where nothing but text is discoverable, content moderation is limited to complaints to disinterested admins, and privately-hosted servers can be added / removed with a minimal amount of effort.

It's almost as if someone realized the available tools for identifying CSAM have become more sophisticated and a new platform that's harder to monitor is now a necessity.

The EU's Mastadon instance will average 2k daily visitors who will spend less than a minute on the site. Some of those visitors will be bots. In about a year, those numbers will go down and discussion of the site will be limited to some wonks in Brussels arguing over whether it was a success.

Mastodon / Diaspora / Matrix - each of these operates with a very different set of incentives. In theory, yes, it's nice to think of social networks in some ideal form, as an expression of a public good. Jack Dorsey seems to have that vision, you may share it and good for you if you do.

But there's a reason half of Apple's revenue comes from iPhone sales, 95% of Facebook's revenue comes from ad sales, 75% of Alphabet's revenue comes from ad sales, and 50% of Amazon's revenue comes from fees they charge companies who sell through their portal.

https://www.visualcapitalist.c...

FAANG are a highly targeted system for fostering, promoting and satisfying desires. While it's possible to think about their features in a civic-minded, pro-social manner, they constitute a network and these features represent a small part of what they do. Value extraction and disruption are the chief reason they exist, which is anything but civic. They have highly sophisticated tools to keep people on platform and that is what explains the high engagement levels and participation rates.

Decentralized networking apps have no corresponding capabilities. Another metaphor would be a Roman Soldier versus a Tank. One lacks the ability to imperil the other, no matter how well-trained and fearsome it might be. And everyone can see the problem with a tank, it's mostly an expression of oppression that takes up space and occasionally blows things up.

But no one's going to replace their tanks with Roman Soldiers. They don't serve the same purpose.

Do people spend money on what is useful or on what they crave? 2 very different things.

Futile gesture, these numbers are meaningless.

Mastodon / Matrix are conceptually defective. Chronological timelines are not what drive people to social media. Network theory, especially Triadic Closure, drives people to them.

https://wikiless.org/wiki/Tria...

People have lots of reasons for hating social media, but it's nature as a emotionally manipulative and coercive medium is what attracts large audiences.

Decentralized social networks apps, by their nature, lack similar capabilities. While you might regularly visit a Mastodon instance, the likelihood of experiencing a craving to be there all day is slim.

The difference between these platforms is like heroin and aspirin. One compels attention, one relives pain. You don't always need pain relief, but you always need to feed the dragon.

Need to read the 8k to be certain, but there are a number of ways this could boomerang.

Under the Rights Plan, Musk is entitled to the same privileges as others were a third party to purchase stock beyond the ownership threshold.

One strategy would be to get someone else to purchase 15% of the stock. That would allow Musk to increase his stake at the exercise price (which it sounds like is half the regular stock price) to a larger level at a discount. Depending on whether there's a cap in the Rights Plan on what an existing shareholder is allowed to acquire, he might need a second person to go along with him. But it could be a way to get control of the company and put it on a path towards privatization.

Another option would be to short the stock. Deflationary pressure could drive other investors out and lower the cost to acquire.

In either case, the Rights Plan assumes Musk is going at this alone. I'm less and less convinced that's a safe assumption.

Please. Look up short sell against the box.

Once you possess a certain level of assets, yes, you short your long positions. It's a form of tax liability management. You do it annually, quarterly if you are truly a HNW individual.

With ~10% stake, Musk could take a put for an equal number of shares to what he owns and sell his shares for whatever he wants. He'd keep the sale price plus the value of the PUT, which could be targeted to produce a multiple of his original position. The only difference between this and a traditional box is he exits his long positions.

The other major stockholders for TWTR are Blackrock, State Street and Vanguard. They're asset management companies who get their fees regardless of performance. They account for roughly 30% of the outstanding stock and have no fiduciary responsibility to preserve the price. In all likelihood, he'd be getting stocks from one of them for the PUT.

Ironically, Morgan Stanley is one of the other large shareholders (I think they're in for 8%.) Musk is working with them on the sale, which means they are probably putting pressure on the board to accept it.

Thank you for your clarification.

Genuinely curious: what enforcement action could you see resulting from this question? And what is it's relevance?

While I'd love for you to agree with you, these are not normal times.

I like what Glen Greenwald had to say about Twitter the other day.

"It's not just standard US liberals who view online censorship as a noble instrument. Of course they do. The far greater menace: it's the key weapon of information control for real power centers."

Feels like they will try to get what they want any way they can get it. Emphasizing the word feel.

On another note:

https://cms.zerohedge.com/s3/f...

Note the top 5 owners of outstanding Twitter shares includes Blackrock, Vanguard and State Street. All asset management companies.

The real question to ask is if they are going to allow Twitter to be purchased by Musk and not regulated? I think that's what this actually comes down to.

Care to iterate?

AFAIK, no, there are no legally actionable items outstanding relating to Musk and the SEC. And certainly nothing scandalous.

The maximum fine the SEC could levy for the delay in filing a 13D or a 13G is a few hundred thousand dollars. It's unlikely they would pursue it, failure to file a 13G on time is pretty common.

Not sure the claims in the lawsuit are accurate, btw. Be careful not to make more out of it than is warranted.

Instead of replying to one of the schizos...

You are correct, an all-cash deal means the receiving party gets cash (i.e. not stocks, bonds or other securities, or equity in the resulting private company.) It does not mean the purchaser needs to have cash on hand.

In fact, it would be in Musk's interests to finance all or part of the purchase price, either solely or with a group of investors. Musk is dealing with Morgan Stanley on this purchase, who are more than able to solely underwrite a loan.

As far as the value of (Twitter) the underlying asset goes, Musk is an experienced entrepreneur who knows the value of leadership. I'd be surprised if he has not already assembled a team prepared to step in for current leadership, or has at least identified those people and would be working with a talent acquisition company to hire them. Facebook has been hemorrhaging top level staff, so there is a pretty wide field to choose from.

Musk has been clear about his desire to move off an ads-based revenue model and looks at the policy demands of advertisers as a negative. Last I heard, Twitter operates with about 300k daily active users, converting a portion of them into paying users isn't exactly rocket science. I'm betting one of the consequences of the ad-revenue model is acceptance of bot-nets from certain parties, and doing away with that would likely increase the subscriber base significantly.

My guess is his main risk is regulation, acquisition of the company and changes in policy would likely result in attention from Congress. While I'm certain this would be tough, he currently operates in more challenging constraints (self-driving cars have more complex regulatory requirements than anything short of nuclear power plants.) I'm guessing he's realistic about the nature of possible regulation and prepared to deal with it head-on.

But I would not look at this as a silver bullet for going after the people destroying civilization described in your message. Maybe more a way to get them focused on more constructive possibilities. The thing to remember about Musk is Tesla's mission is to hasten mankind's move off fossil fuels. He is ideologically driven himself, his ideology just happens to be more aligned with seeing value in the remarkable achievements of our culture.

Nah. No crime is being committed.

The filing states the offer is contingent on completion of anticipated financing.

https://www.sec.gov/Archives/e...

Third paragraph under item 4.

"The Proposal is non-binding and, once structured and agreed upon, would be conditioned upon, among other things, the (i) receipt of any required governmental approvals; (ii) confirmatory legal, business, regulatory, accounting and tax due diligence; (iii) the negotiation and execution of definitive agreements providing for the Proposed Transaction; and (iv) completion of anticipated financing."

IIRC, the threshold for filing a 13G is 5%. However, it's not entirely clear he surpassed that threshold on the date the lawsuit alleges. I'm not sure about the merits of this one, other than alerting the SEC about a missed filing.

An SEC fine would cost him up to a few hundred thousand dollars (if anything at all.) This doesn't compare to the billions he's already made since the stock price appreciated.

Investors claiming damages, or to have missed out on an opportunity to acquire more shares themselves, may be mollified if he does complete a purchase of the company.

In any case, this doesn't strike me as a serious concern.

I should add: Twitter's stock price was around $70 about a year ago.

The board should not accept his offer, making a short against the box an interesting idea (and one that would be devastating to Twitter.)

Nah.

He could do a short sell against the box while taking a separate PUT option to realize capital gains. With 10% of stock in his hands, he has a good deal of leverage over price. The difference is, he would not be looking to maintain a long position, he would be looking to maximize the gains from the short.

It's a common tax avoidance strategy. He's currently working with Morgan Stanley, who are very competent in this practice. Would be surprised if he's not considering it.