Elon Musk to buy Twitter

Elon Musk offered more hints on Tuesday about the future of content moderation on Twitter, saying that he is "against censorship that goes far beyond the law."

"By 'free speech', I simply mean that which matches the law," Musk tweeted. "If people want less free speech, they will ask government to pass laws to that effect. Therefore, going beyond the law is contrary to the will of the people."

Musk's interpretation of free speech suggests that under his ownership, Twitter might remove only illegal content such as incitement or child pornography but stop short of limiting speech that is legal yet commonly enforced against by mainstream tech platforms today, such as vaccine and election misinformation.

Senate Majority Leader Chuck Schumer told reporters Tuesday he hopes that Twitter does not become a "darker" place for users under the ownership of billionaire Elon Musk. 

"In many ways, Twitter is a dark, dark place," Schumer said at a press conference, addressing Musk's acquisition of the company this week. "I hope it doesn't get any darker."

Senate Minority Leader Mitch McConnell struck a different tone. He called the deal an "incredible event," and said he and others would be "watching it with a great deal of interest."

Twitter may seem rather ordinary on paper. The company's user base and market value are less than a tenth the size of Meta, Facebook's parent company. Its total revenue last year was roughly the same as Western Union. And prior to this month, Twitter's stock was below the closing price from its first day of trading more than eight years ago. 

But Musk's bid to take Twitter private has inspired unsolicited input from US lawmakers, rampant speculation about its impact on the 2024 US presidential election, and even breathless, hyperbolic comparisons to the last days of Weimar Germany.  

So why, exactly, do the stakes feel so big? The answer boils down to the outsized influence of Twitter on public discourse, and the uncertainty of what happens when the world's richest man — who revels in his unpredictability — gains singular control over that influence.

Although Twitter reported just 217 million active daily users last year, a far cry from the billions reported by rival Meta, its users include highly influential politicians, business leaders, entertainers, activists and intellectuals — public figures with large followings who in turn shape the public discourse surrounding politics, media, finance and technology. More than two-thirds of Twitter's US users say the platform is an important — if not the most important — source of news, according to the Pew Research Center.

Twitter's agenda-setting power seems to be precisely what interests Musk, and what makes his control of the platform so potentially disruptive.

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Jimmy Kimmel, Jimmy Fallon and other late night hosts took on the news of Elon Musk's $44 billion takeover of Twitter.

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Under Elon Musk, Twitter must abide by Europe's heightened new standards for content moderation or else risk fines or even a possible ban, according to a top European Union official. 

Thierry Breton, an EU commissioner and a leading digital regulator, tweeted Tuesday that all companies operating in the EU have to play by the bloc's rules. That includes the Digital Services Act, a forthcoming law Breton and other policymakers announced last week governing social media and other tech platforms. 

"Mr. Musk knows this well," Breton tweeted. "He is familiar with European rules on automotive, and will quickly adapt to the Digital Services Act."

While the DSA has not yet taken effect, the legislation has been agreed to by the European Commission, the European Parliament and EU member states, paving the way for it to become law in the coming months. One of the first laws of its kind, the DSA sets out new requirements for social media platforms' handling of illegal content, as well as speech that may be legal but threatens universal priorities such as public health. The largest tech platforms will be required to undergo independent content moderation risk assessments and audits, and to develop systems to act on those risks. The sweeping legislation also restricts some forms of targeted advertising and altogether bans ads targeted to minors. 

The coming rules could frustrate Musk as he seeks to pivot to a more laissez-faire Twitter, where content is moderated less, not more. While Musk has recently said Twitter is "obviously ... bound by the laws of the country it operates in," he has also argued for a more permissive approach to content where "we want to be very reluctant to delete things."

Still, some provisions of the DSA may align more closely with Musk's vision of greater transparency for Twitter, including having to provide company data to researchers so that they can better understand how the platform's algorithms work, and giving users explanations for content removals and ways to appeal content decisions.

Companies that violate the DSA face fines of up to 6% of their annual revenue. In an interview with the Financial Times, Breton said Twitter will be no exception to that rule.

"The board [of Twitter] will have to make sure that if it operates in Europe it will have to fulfil the obligations, including moderation, open algorithms, freedom of speech, transparency in rules, obligations to comply with our own rules for hate speech, revenge porn [and] harassment,” Breton told the FT. "If [Twitter] does not comply with our law, there are sanctions — 6 per cent of the revenue and, if they continue, banned from operating in Europe.”

Twitter's board convened on Sunday and met with Elon Musk to discuss his bid for Twitter. The board's discussions had turned more serious after Musk last week revealed how he planned to finance the deal.

On Sunday, Musk sent a letter to Twitter Board Chairman Bret Taylor reiterating that his offer to buy the company for $54.20 per share was his "best and final," according to a new SEC filing on Tuesday. Read the full letter here:

Bret Taylor

Chairman of the Board, 

Thank you for the conversation yesterday.

We remain committed to our transaction with Twitter at $54.20 and appreciate your contact on the matter. As we discussed, $54.20 has been and will remain my best and final offer, period. This is binary – my offer will either be accepted or I will exit my position.  At the time my $54.20 offer was made, it represented a 54% premium to Twitter’s share price prior to the day before my investment in Twitter began, and a 38% premium to the day before my investment in Twitter was announced. Since that time, the attractiveness of my proposal has only increased given the market’s continued correction. Had your stock traded inline with comparable social media companies, my offer would represent approximately 90% and 70% premiums to those times.

While I strongly believe that you should recommend my offer to shareholders based upon its superior value to the value of Twitter without my offer and my equity position, I recognize that you may elect not to do so. As such, I have attached a merger agreement that is “seller friendly” and that does not require you to recommend in favor of my offer. This will provide all shareholders a voice, and allow for a democratic decision consistent with Twitter’s ethos. With your cooperation, we can negotiate changes that you require to be able to announce a transaction before the market opens tomorrow that the shareholders can then vote on. I would respect the outcome of that vote if the shareholders prefer the management plan to my $54.20, and exit my position entirely if that is the outcome of the vote. 

In order to provide further value and choice to shareholders (within the legal boundaries of a private, unlisted company), we are willing to explore options that allow existing shareholders (including convertible securities and other related instruments) to invest all or a portion of their proceeds into the proposed transaction. Any such rollover transaction would be structured as a separate negotiated transaction consistent with laws and regulations and not be a public offer, and would not affect the proposed $54.20 cash offer transaction.

My strong preference continues to be a negotiated transaction with you at $54.20 per share. 

I look forward to the board’s response to my proposal.

 /s/ Elon Musk

Twitter cofounder and former CEO Jack Dorsey responded to Elon Musk's acquisition of the platform in a somewhat cryptic tweet thread Monday night, which kicked off with a link to the Radiohead song "Everything In Its Right Place."

Dorsey also noted that Twitter has been "my sole issue and my biggest regret," saying, "It has been owned by Wall Street and the ad model. Taking it back from Wall Street is the correct first step."

In recent weeks, Dorsey has criticized Twitter's board and suggested he takes issue with its stance as a public company.

In his Monday thread, Dorsey said he doesn't believe "in principle ... anyone should own or run Twitter."

"It wants to be a public good at a protocol level, not a company," he said. "Solving for the problem of it being a company however, Elon is the singular solution I trust."

Dorsey and Musk have also developed something of a billionaire bromance over the years. When then-Twitter CEO Dorsey was under fire from activist investors, Musk tweeted, "Just want [to] say that I support @Jack as Twitter CEO. He has a good ❤️." More recently, Musk complimented Dorsey's new "Block Head" title at his financial services firm, Block.

Elon Musk's fellow tech billionaire and sometimes rival Jeff Bezos took an apparent swipe at Musk and the Twitter deal on Monday evening. Bezos questioned on Twitter -- where else -- whether Tesla’s financial ties to China could give the Chinese government new "leverage over" the social media platform.

The Amazon founder retweeted commentary from a reporter pointing out that Tesla’s second-biggest market in 2021 was China, and that the Chinese Communist Party government has had no leverage over Twitter after banning it in the country in 2009. The reporter suggested that this could soon change as Musk takes the helm at Twitter.

“Interesting question. Did the Chinese government just gain a bit of leverage over the town square?” Bezos said in a tweet. 

“My own answer to this question is probably not. The more likely outcome in this regard is complexity in China for Tesla, rather than censorship at Twitter,” he added in a follow-up post. “But we’ll see. Musk is extremely good at navigating this kind of complexity.”

Four years ago, Twitter cofounder and then-CEO Jack Dorsey laid out four key focus areas that would propel the company's growth. Among them: promoting "healthy conversation" on the platform.

After years of criticism for Twitter's apparent failures to prevent its platform from turning toxic, Dorsey acknowledged the scourge of "abuse, harassment, troll armies," as well as bots, misinformation campaigns and "increasingly divisive echo chambers" on the social network, and he called on researchers to help improve the situation.

"We think it is a growth vector over the long term," Dorsey said.

In the years since, Twitter (TWTR) has made significant progress toward that goal, including banning many accounts promoting abuse and spam, adding labels for false or misleading information, banning the misgendering of transgender people and launching a team dedicated to studying and increasing transparency around the technology that determines what content is promoted on the site. Just last week, Twitter said it would embrace third-party tools for users to help prevent harassment.

But some who've been following the work Twitter has done in recent years worry it could be unraveled now that billionaire Elon Musk has succeeded in his bid to acquire Twitter in a deal worth about $44 billion.

"I would be worried as to how this would change Twitter's values," said Kirsten Martin, professor of technology ethics at Notre Dame's Mendoza College of Business.

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