17 May 2022

Mike Industries: “Anchors Away”

So in short: More callousness at the company, bad. More callousness on the service, bad.

I’m not sure why we would expect a man who has shown zero ability to empathize with anyone to improve either of those situations. In fact, I think we should expect both to get much, much worse if this transaction ends up going through (which I’m not yet convinced it will).

One other distinction I think is important is that I don’t think Musk’s callousness crosses over into hate or nihilism. No nihilist would work as hard as he has over the course of his lifetime. I actually believe the guy wants to do some flavor of good. I just think his definition of “doing good” is measured only by the accomplishments and not the damage; especially the emotional damage, which again he has openly admitted to not being able to detect or understand. It’s similar to the way I have heard certain Facebook executives describe their service: it’s a “net positive” to society. As if that distinction only requires helping 100 people after you hurt 99.


If you agree with me about those three factors, there are a few things you can do about it. You can try and solve them, you can leave them alone and make your service more popular in other ways, or you can just be cool with the idea that Twitter doesn’t need to be as big as its contemporaries.

The company has actually tried versions of all of the above. They’ve made a TON of progress on curbing abuse (although it’s never enough unless you hit zero), they’ve made the service more visual (although there is a limit before the nature of the service changes), and they’ve made it a bit easier to connect with friends. If you ask me, it’s always been that last one that holds the most promise. Twitter — like many things in life — is just so much better when your friends are there.

Mike Davidson

A thoughtful and balanced article on Twitter’s past and future from a former employee. I agree with most of his remarks, especially regarding Elon Musk. There’s a long-held view that people who work at Twitter don’t really understand Twitter, and I think the author also misunderstands Twitter’s fundamental appeal when he argues that it is just so much better when your friends are there.

Twitter is more a news network than a social network, where you follow accounts based on interests and aspirations, not real-life closeness. This is reflected in how the vast majority of people rarely contribute, being instead content to follow conversations, opinions and news from the top most active accounts: journalists, scientists, celebrities, politicians. I can’t see what additional value would bring if more of my friends would be active on Twitter; if I find an interesting piece of information here, I can easily share and discuss it on other platforms, privately.

Chart of Tesla stock price performance in April and May 2022
The terms of Mr. Musk’s margin loan stated that he must pay off the entire debt if Tesla stock falls more than 40 percent from its price on the day of the loan. Source: The New York Times

This aside, the circus surrounding Musk’s proposed acquisition continued and intensified – ‘Maniac Mode’ dialed up to eleven. Last week, the CEO abruptly fired two top executives – a particularly low blow, as one of them was on paternity leave, the same benefit that the current CEO Parag Agrawal enjoyed immediately after his promotion.

The news cycle barely had the time to digest and debate possible reasons behind the move, since almost everyone expects Parag himself to be removed from the CEO position when (if?) the deal finalizes, when Musk started freaking out on a different topic, spam and fake accounts on Twitter. It seems blindingly obvious that this is not his main concern, instead trying to find a convenient excuse (that would stand up to court scrutiny as well) to either exit a deal which is tanking Tesla stock or bring down its price amid a generalized decline of tech stocks.

That contract does not allow Musk to walk away if it turns out that “spam/fake accounts” represent more than 5% of Twitter users. We discussed this last month, when Twitter admitted in a securities filing that it had (slightly) overestimated its daily active users for years. The merger agreement contains a provision that allows Musk to walk away if Twitter’s securities filings are wrong — and this 5% number is in its securities filings — but only if the inaccuracy would have a “Material Adverse Effect” on the company. (See Sections 4.6(a) and 7.2(b).) That is an incredibly high standard: Delaware courts have almost never found an MAE. An MAE has to be something that would substantially threaten the overall earnings potential of the target in a durationally-significant manner, the courts have said; there is a rule of thumb that an MAE requires a 40% decrease in long-term profitability. If it turned out that 6% or 20% or 50% of Twitter accounts are bots, that will be embarrassing and might even reduce Twitter’s future advertising revenue, but will it be an MAE? No.

Matt Levine

Musk’s behavior becomes more Trumpian with each passing tweet, an insensitive bully who breaks any rule or regulation standing in his way – and if no one stands up to him, fearing his army of online trolls, things will only get worse. His overt cluelessness about free speech, moderation, counting spam and the workings of the ad industry, even doing basic due diligence before signing a massive $44B deal, should at least raise alarms for anyone who does business with him…

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