the Twitter News, Memorial Day edition
the editorial staff of the Newslettr prefers Chardonnay to Amontillado
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the ongoing Corporate shenanigans at Twitter continue to be national news.
Here at the Newslettr, we have a different view on the situation than most observers. We have a finely-tuned bullshit1 detector, deep knowledge about many of the key players, and a financial incentive2 to hurry along the process.
the Fraud of Corporate Democracy
As a matter of protocol, the Board of Directors of a Corporation is elected by the shareholders, and acts on behalf of the shareholders.
In practice, most “elections” are the past Board saying “here are our nominees” and the shareholders blindly going along with it.
So it is remarkable that one of the two candidates3 for the Twitter board, Egon Durban, failed to receive a majority vote to remain on the board.
It is more remarkable that, in what the Newslettr is describing as a vicious insult to the concept of corporate democracy, the Board of Directors of Twitter decided to re-appoint him anyway.
Surely there must be somebody else4 qualified to serve on the Board.
The official statement said something about the “best interests of the company”. However, the shareholders (who very recently explicitly voted not to put Mr. Durban on the board) have a different opinion about what the “best interests of the company” are.
The unofficial accounts gave a different story: that, as Mr. Durban is an ally of the South African5 Elon Musk, the Board felt compelled to keep him on anyhow …
Unleash Mr. Musk
Currently, $TWTR is trading at around $40 per share. This, despite the fact that Mr. Musk has offered to purchase the entire company at $54.20 per share.
One reason for the deflated stock price is that Mr. Musk is, due to a “poison-pill” provision, unable to purchase additional shares on the open market.
Why the hell not?
If the board would simply revoke the poison-pill agreement, then Mr. Musk could acquire shares at $40 from those individuals wanting to sell at $40, and at $54.20 from those individuals who do not want to sell at $40.
It seems like a win-win to unleash6 Mr. Musk.