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We’reTexas

Certifiably Surly
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Everything posted by We’reTexas

  1. Pre-Irma yakamein.
  2. They’ve done really well - have a spot on Mag too now. Softshell crab YYR.
  3. Jesus, good luck. We were thinking about looking but the rate hike has made buying unfeasible.
  4. Frankie and Johnny’s for red beans, because Monday. HH crawfish at Tracey’s.
  5. Clancy’s. Crabmeat salad and shrimp remoulade are non-negotiable. Gumbo and speckled trout for entrees. And there was an ice box pie for dessert.
  6. Saint Germain. Fried chili shrimp (incredible) and hangar steak, with Lopez de Heredia Tempranillo. Lots of tourists now with the James Beard nom, but still an easy bar spot.
  7. Well I guess it makes sense Cawthorn’s a bottom.
  8. Fessin’ with crawfish Monica and a cochon au lair po boy (Kermit Ruffins in the background). Damn I’ve missed Jazz Fest.
  9. Yes, but I experienced heavy coastal elitism when I had just graduated and was trying to get my foot in the door on the Hill (granted, this was also during the recession when kids were flooding the Hill looking for internships/jobs). It was the only time I’ve ever wished I’d gone the east coast private route.
  10. Well, to be clear, that new option tranche has a five-year lockup. It’s not in itself a near-term source of liquidity. That said, without looking at Tesla’s policy if assume the underlying shares could be pledged, thus allowing him to pledge other shares. The margin call collateral numbers will be determined at funding, and while there will be a minimum LTV level I’d imagine something gets worked out.
  11. Lol, did Elon seriously push for a shareholder vote when a tender would be faster?
  12. Hell if I know. I wouldn’t disagree that there’s a lot of bloat at public tech companies. But my point wasn’t that they had any issue with Elon, just that if Twitter isn’t competitive with all-cash comp folks will leave.
  13. Oh yeah, I saw that too. His point was irrelevant. Directors have a fiduciary duty to shareholders and they take it seriously, and there are always strike suits in these deals. I can guarantee you that when Twitter received the bid their outside counsel promptly read them in on their duties and liabilities. My earlier concerns about SL were that sponsors tend to not give a shit about formalities and that they would dig in to protect their own position.
  14. ? Twitter has minimum stock ownership guidelines for this reason, which is a standard corporate governance practice. But in general boards should be comprised of independent directors, and they are rarely going to have a material stake in the company. FWIW one of their largest holders literally has a board seat.
  15. Elon would be personally on the hook for $1B annually for his margin loans. Half of the bank debt will ultimately need to be raised on the HY markets, but that’s looking like $1B too. And yes there’s obviously risk with the margin loan, but keep in mind the secured bank debt will have liens on Twitter shares as well.
  16. Comp won’t be an issue for senior management but I wonder if Twitter as a whole will be able to stay competitive from a talent perspective without a broad-based equity comp program. Talent competition is fierce right now and my friends there just say they’ll take their equity acceleration and peace out. I certainly wouldn’t go to a private Twitter.
  17. Escoda, imo
  18. Got it, thanks both. 25-30% wouldn’t be an issue, but damn with rates right now not looking like a feasible idea.
  19. How much more are secondary/investment rates looking than primaries?
  20. Oh, that’s not an outside date. They just won’t give a commitment for a margin loan for more than a month given the volatility of the collateral. Technically the banks can extend it five more months. And it would be impossible to close by early May. He has to have the tender open for at least twenty days. I’d guess late June if this goes anywhere.
  21. This is actually an interesting problem. He sold $10B under his 10b5-1 over the course of two months to minimize impact on the stock. If he sold $10B in one day, that would depress the stock, and as Tesla’s CEO and largest holder I’d figure he’d consider the impact to its shareholders and market cap. I’m not a trader, but I wonder if that’s even possible. Presumably, given his record of holding TSLA, he’d want to wait until he has certainty the deal will close before liquidating. Assuming he can even do that in a short period and is fine with the impact, there’s the issue of whether he’s in Tesla’s blackout period or otherwise has MNPI. The more practical option is to enter into a new 10b5-1 right now since Tesla’s window just opened. But if the deal falls through, he’d have sold $20B of his company for nothing - would he be ok with that? Maybe you can structure the 10b5 to increase volume in connection with the launch of a tender offer? I don’t know. But that’s the practical problem he faces going it alone.
  22. Where are you getting some sort of May deadline? He has until April 25 to actually sign the bank commitments (because it looks like he hasn’t). And if he does, the outside date for a deal is in October. And again, there is no allure of a Midas touch here - the banks will have a first lien on all of Twitter. Elon still has to get the board to take him seriously.
  23. Look, his equity commitment is just a piece of paper until he launches a tender. If he can access that cash on his own, it will involve selling a significant amount of stock that will drive TSLA down. And he’d also be on the hook for $1B in annual debt services. That doesn’t seem to be his ideal plan, as he has been shopping for equity commitments and by all accounts having trouble: in particular, BX, Vista and Brookfield have turned him down. So much for the Midas touch. SL (which by all accounts only advised him on the TSLA go-private) and Elliott are now adversarial. Their entire history of operating indicates they will protect their interests as stubbornly as possible. We’re about a fund that tried seize an Argentine battleship as collateral, after all. I don’t care either way what Elon does, I’m just trying to point out that just because he ostensibly has financing doesn’t mean he has Twitter’s board bent over.
  24. Yes, those are commitment letters. Did you actually read them? $21B is from an equity commitment, which is literally Elon committing $21B to himself. Does he have that cash? Matt Levine touched on this exact issue this morning, btw, and it looks like he may. Does he want to spend all his cash? I don’t know, but if you read the exhibits to the debt commitment letters and the equity commitment letter, they clearly contemplate rollover equity and new money from existing holders. The financing commitment letter references a draft OTP shared with the lenders yesterday, so he’s technically ready to go. But it’s not clear if he wants to go with the current financing arrangement.
  25. I’m not so sure. I took a quick look at the docs and he clearly contemplated signing up existing investors (and management?!) to the equity commitment, but he doesn’t have anything yet (and if he did, he should have filed those docs). It’s also unclear where his own cash would come from. So I may have missed it, but it looks like he still has some work to do. Edit: I’d add that he also clearly contemplates acquiring 50.1% of the company and approving the deal himself, so maybe this is the first step in pressuring investors to get in to preserve their power in the deal. But Elliott and Silver Lake won’t roll over easily.
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