Depending on your point of view, Twitter is either a moral cesspit or a source of great inspiration. I can see both sides but as a free source of insight from some outstanding academics and journalists it is hard to beat (though sometimes you do have to wade through a lot of nonsense to find it). The news this week that Elon Musk’s $44 billion bid to buy Twitter has been accepted has raised more than a few eyebrows, generating concerns that the self-styled “free speech absolutist” will turn the platform into even more of a hell-hole than many people already believe it is.
Musk has not always been such a fan. Some years ago he was quoted as saying, “I don't have a Facebook page. I don't use my Twitter account. I am familiar with both, but I don't use them.” When he did finally venture onto Twitter in 2018, his Tweets suggesting that he was contemplating taking Tesla private earned Musk a $40 million securities fraud charge from the SEC. Undeterred by his past experience, the online payments guru turned car-maker cum space explorer appears to be following in the footsteps of 1970s entrepreneur Victor Kiam whose memorable marketing catchphrase for Remington shavers was “I liked it so much, I bought the company.”
Twitter's glory days may be behind it
The motivation for Musk’s involvement remains unclear. The social media segment is increasingly competitive and depending on how it is defined, Twitter does not even rank in the global top 15 most popular social networks. Growth in the number of active Twitter accounts has slowed sharply in recent years, having grown at single digit rates since 2015. Twitter’s preferred metric these days is Monetizable Daily Active Usage (mDAU) which is a measure of users who have logged into the platform and been exposed to adverts. After global mDAU gains of 21% and 27% in 2019 and 2020 respectively, this slowed to 13% in 2021 (chart). More worrying is that growth in the critical US market slowed to 2% last year versus 15% elsewhere. Twitter has been tight-lipped as to whether the slowdown in US activity is anything to do with the January 2021 ban imposed on former President Donald Trump. Whatever the reason, Twitter recorded a second consecutive annual loss last year, with cumulated losses of $1.36 billion over 2020 and 2021.
The financing arrangements of the buyout are also worthy of comment. Under the terms of his proposed deal, Musk will finance the buyout with $13 billion of debt, $12.5 billion secured against Tesla stock and $21 billion of his own equity. Musk is thus financing more than 70% of the deal from his own funds which runs contrary to standard LBO wisdom in which borrowing is mainly secured against the assets of the target company. There are suggestions that the lending banks are limiting their participation due to concerns that Twitter’s revenue stream has limited growth potential. Moreover, the company’s debt ratio, calculated relative to shareholder’s equity, has been creeping up since 2019, rising from 0.46 to 1.29 by Q1 2022. Even though the debt component of the deal is relatively limited, adding $13 billion of liabilities to the existing $4.2 billion of long-term debt would raise Twitter’s debt ratio to 3.5 which is significantly above the S&P500 average of 1.5 (chart below). Conducting a buyout in a rising interest rate environment will pose additional problems.
A highly indebted company with limited revenue growth potential does not look an attractive investment proposition. Moreover, the fact that the portion secured against Tesla stock takes the form of a margin loan means that if a margin call is triggered, Musk could be forced to sell Tesla stock to meet his commitments. This risks putting downward pressure on Tesla’s price. Roughly speaking, Musk would be on the hook if Tesla stock fell by 43% from the price prevailing on the filing date of 20 April. For the record the price is down 12% in a little over a week, and the trigger point is consistent with the price prevailing in November 2020. The plan to buy Twitter thus poses unnecessary risks to Tesla, which is now a very profitable business with one of the widest profit margins in the auto industry. But if Tesla is so successful why might we expect a price fall? For one thing the rally over the last couple of years has been remarkably strong, which is always a reason to be concerned about a pullback. Second, if Musk becomes distracted by running Twitter and takes his eye off Tesla’s operations there is a risk that any problems experienced by the carmaker are initially missed or become more difficult to fix.
Can Twitter be monetised?
Aside from concerns about the financing of the deal, the episode raises a lot of interesting questions about the valuation of digital content. For a platform such as Twitter, its value is embodied in its network. In theory, Metcalfe’s Law states that a network’s value is proportional to the square of the number of nodes in the network. Thus a network like Twitter with 300 million users has an inherent "node value" of 90 quadrillion. If these were dollars, Musk would be laughing all the way to the bank But monetising Twitter's reach will prove extremely difficult. Even a small subscription fee is likely to deter many users - demand is highly price elastic. Besides, imposing a fee is inconsistent with the vision of Twitter as a “digital town square” as former CEO Dick Costolo once called it. According to media reports, Musk told banks that agreed to help fund the takeover he would crack down on executive pay to slash costs, and would develop new ways to monetize tweets. Maybe Musk does have a plan to generate money from Tweets, but it is not immediately obvious to the many analysts who follow the company.
At this stage of proceedings the financials of Musk’s Twitter deal do not look compelling. Short of a radical overhaul of the business model it is difficult to see how the company can generate the returns which would justify paying $54.20 per share. The fact that the board is prepared to sell at a price 25% below last summer’s high may tell us something about how they view the future. If the deal does go ahead – although it is far from certain that it will – it may go down in history as a vanity project demonstrating the old adage “buy in haste, repent at leisure."
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