Twitter’s board of directors on Monday took its “high” staking battle with Elon Musk to another level — appearing to push a “420” cannabis reference into an SEC filing detailing its “poison pills” measure against the billionaire is described in detail.
Twitter’s filing included a detailed breakdown of its “shareholder rights plan.” The defensive tactic aims to limit Musk’s ability to acquire a larger stake in the company by offering discounted Twitter stock for purchase if Musk surpasses a 15% stake — effectively diluting his position.
If Musk or another shareholder exceeds 15% ownership, other shareholders may exercise a right to pay $210 to purchase additional shares of the company.
The filing notes that shares purchased at the “strike price” of $210 will have “a then current market value of twice the strike price” — or $420.
It’s unclear if the Twitter board intended to make the note, first spotted by Bloomberg columnist Matt Levine. The number “420” has special meaning for pot smokers — and for Musk, who has included the number in his buy suggestions more than once.
Two can play this extremely stupid game of using 420 all the time
— Matt Levine (@matt_levine) April 18, 2022
Twitter did not immediately respond to the Post’s request for comment on the filing.
Last week, Musk announced that he had offered to buy Twitter outright for around $43 billion, or $54.20 per share. Social media users were quick to pick up on the billionaire making another weed joke.
“I am offering to buy 100% of Twitter for $54.20 per share in cash, a premium of 54% from the day before I started investing in Twitter and a premium of 38% from the day before my investment was publicly announced,” Musk said in a letter to Twitter CEO Bret Taylor detailing the offer.
And in the days before Musk’s deal to take a seat on the Twitter board fell through, the Tesla CEO joked about smoking weed at company meetings — and posted a meme from an infamous 2018 gig on “The Joe Rogan Experience.” , in which he and the podcast host shared a joint.
“Twitter’s next board meeting will be highlighted,” the meme read.
Twitter issued a “poison pill” measure to defend itself against Elon Musk’s takeover bid. Associated Press
A previous “420” reference caused legal problems for Musk. In August 2018, the billionaire tweeted that he was considering “taking Tesla privately for $420” with “funding secured.” At that time, Tesla had financial problems that threatened to lead to bankruptcy.
The tweet prompted the SEC to sue Musk for allegedly making false or misleading statements. In a subsequent court filing, the agency said Musk’s use of “$420” was a weed innuendo meant to impress his longtime girlfriend, electronic pop star Grimes.
In a court filing last Friday, Tesla shareholders suing Musk over the tweet allege that a judge agreed with their claims that he knowingly made false claims regarding the funding.
Meanwhile, Twitter’s board has yet to decide whether to accept Musk’s offer. The prospect of working for the billionaire has angered many of the social media platform’s current employees.
“The board adopted the rights agreement to protect shareholders from coercive or otherwise unfair takeover tactics,” Twitter said in its filing. “Generally, it works by imposing a significant penalty on any person or group who acquires 15 percent or more of the common stock without board approval.”
Musk has urged the board to make the decision available to shareholders, arguing it would be “utterly untenable” for the company’s executives to ignore public will in their decision.
Twitter’s board of directors was also criticized by ex-CEO Jack Dorsey, who slammed the company for causing “malfunctions” at the company.