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The Board Chair Squaring Up to Elon Musk in the Feud Over Twitter The Board Chair Squaring Up to Elon Musk in the Feud Over Twitter
(about 7 hours later)
On a Friday morning in September, about a month before an expected courtroom fight to decide the future of Twitter, Bret Taylor walked into the company’s offices in New York City to lead only the second in-person meeting of its board of directors since the start of the pandemic.On a Friday morning in September, about a month before an expected courtroom fight to decide the future of Twitter, Bret Taylor walked into the company’s offices in New York City to lead only the second in-person meeting of its board of directors since the start of the pandemic.
Mr. Taylor, the chairman of Twitter’s board of directors, steered the agenda, which included finances, security practices, plans for 2023 and other topics, said three people familiar with the meeting.Mr. Taylor, the chairman of Twitter’s board of directors, steered the agenda, which included finances, security practices, plans for 2023 and other topics, said three people familiar with the meeting.
Those plans could soon be rewritten by new management — that is, if the board has its way. Mr. Taylor, 42, is leading a lawsuit to force Elon Musk to buy the company. In April, Mr. Musk, the billionaire tech executive, made a deal to buy Twitter for $44 billion. Then he said he wanted out. In July, Twitter sued to force him to live up to the agreement.Those plans could soon be rewritten by new management — that is, if the board has its way. Mr. Taylor, 42, is leading a lawsuit to force Elon Musk to buy the company. In April, Mr. Musk, the billionaire tech executive, made a deal to buy Twitter for $44 billion. Then he said he wanted out. In July, Twitter sued to force him to live up to the agreement.
On Monday night, Mr. Musk suggested that he had experienced another change of heart and said he wanted to buy Twitter after all — and at the original price. He and Twitter were set for a showdown in a Delaware courtroom in two weeks. If Mr. Musk goes through with his latest offer, the board will eventually cease to exist, and the future of Twitter will be up to Mr. Musk.On Monday night, Mr. Musk suggested that he had experienced another change of heart and said he wanted to buy Twitter after all — and at the original price. He and Twitter were set for a showdown in a Delaware courtroom in two weeks. If Mr. Musk goes through with his latest offer, the board will eventually cease to exist, and the future of Twitter will be up to Mr. Musk.
Mr. Taylor, who is a co-chief executive of the enterprise software company Salesforce and who negotiated the sale of Twitter to Mr. Musk, has led Twitter’s deal-making and legal wrangling with him.Mr. Taylor, who is a co-chief executive of the enterprise software company Salesforce and who negotiated the sale of Twitter to Mr. Musk, has led Twitter’s deal-making and legal wrangling with him.
He is steering Twitter’s legal strategy with Martha Lane Fox, a British businesswoman, and Patrick Pichette, a former Google executive who now runs an investment firm. The three make up the board’s transaction committee, which supervised the negotiations with Mr. Musk and the ensuing lawsuit.He is steering Twitter’s legal strategy with Martha Lane Fox, a British businesswoman, and Patrick Pichette, a former Google executive who now runs an investment firm. The three make up the board’s transaction committee, which supervised the negotiations with Mr. Musk and the ensuing lawsuit.
The task of managing Twitter, a challenge even in the company’s best years, has become increasingly unwieldy — and unpleasant. The companies where the board members have their regular jobs have been pelted with subpoenas. The board members have been quizzed about Twitter’s fate and Mr. Musk’s antics by audiences in public meetings and by their own customers. Twitter has struggled to attract new users, and its revenue has faltered, declining in the second quarter for the first time since 2020.The task of managing Twitter, a challenge even in the company’s best years, has become increasingly unwieldy — and unpleasant. The companies where the board members have their regular jobs have been pelted with subpoenas. The board members have been quizzed about Twitter’s fate and Mr. Musk’s antics by audiences in public meetings and by their own customers. Twitter has struggled to attract new users, and its revenue has faltered, declining in the second quarter for the first time since 2020.
Along with economic worries, Twitter’s nine-member board has been battered by Mr. Musk, who has accused it of misleading regulators and relying on outdated technology. One of the company’s co-founders, Jack Dorsey, who stepped down as chief executive in November, has publicly shared his skepticism about the board’s ability to manage Twitter. And, if the deal with Mr. Musk collapses, the board members could be sued by shareholders for allowing $44 billion to slip through their fingers.Along with economic worries, Twitter’s nine-member board has been battered by Mr. Musk, who has accused it of misleading regulators and relying on outdated technology. One of the company’s co-founders, Jack Dorsey, who stepped down as chief executive in November, has publicly shared his skepticism about the board’s ability to manage Twitter. And, if the deal with Mr. Musk collapses, the board members could be sued by shareholders for allowing $44 billion to slip through their fingers.
Mr. Taylor shifted his focus as the deal-making soured into litigation. Over the past three months, he has huddled for weekly meetings with Ms. Fox, Mr. Pichette and Twitter’s top lawyers to discuss their strategy to force Mr. Musk to acquire the company.Mr. Taylor shifted his focus as the deal-making soured into litigation. Over the past three months, he has huddled for weekly meetings with Ms. Fox, Mr. Pichette and Twitter’s top lawyers to discuss their strategy to force Mr. Musk to acquire the company.
Throughout those discussions, Mr. Taylor’s position has remained firm, four people familiar with his thinking said: Mr. Musk must buy Twitter at the agreed price, without discounts or sweeteners. The meetings with Ms. Fox and Mr. Pichette are usually virtual and sometimes at odd hours, as the three dial in from around the world, a person familiar with the discussions said. Mr. Taylor moves quickly, often quizzing Twitter’s lawyers and bankers on their perspectives before making decisions, that person added.Throughout those discussions, Mr. Taylor’s position has remained firm, four people familiar with his thinking said: Mr. Musk must buy Twitter at the agreed price, without discounts or sweeteners. The meetings with Ms. Fox and Mr. Pichette are usually virtual and sometimes at odd hours, as the three dial in from around the world, a person familiar with the discussions said. Mr. Taylor moves quickly, often quizzing Twitter’s lawyers and bankers on their perspectives before making decisions, that person added.
Through a spokeswoman, Mr. Taylor declined to be interviewed.Through a spokeswoman, Mr. Taylor declined to be interviewed.
Co-workers and confidants describe Mr. Taylor as the quiet antidote to the impulsive and norm-shattering Mr. Musk. He is methodical and deeply experienced in steering complex business deals, eight people who have worked alongside him said. While not widely known outside Silicon Valley, Mr. Taylor helped build Google Maps and Facebook’s “like” button. He joined Twitter’s board in 2016 and became a co-chief executive of Salesforce in November.Co-workers and confidants describe Mr. Taylor as the quiet antidote to the impulsive and norm-shattering Mr. Musk. He is methodical and deeply experienced in steering complex business deals, eight people who have worked alongside him said. While not widely known outside Silicon Valley, Mr. Taylor helped build Google Maps and Facebook’s “like” button. He joined Twitter’s board in 2016 and became a co-chief executive of Salesforce in November.
“He’s very systematic, and he doesn’t let emotional stuff move him off the plan too much,” said John Lilly, a partner at Greylock Partners who has invested in a company started by Mr. Taylor.“He’s very systematic, and he doesn’t let emotional stuff move him off the plan too much,” said John Lilly, a partner at Greylock Partners who has invested in a company started by Mr. Taylor.
That has not stopped Mr. Musk from attempting to needle Mr. Taylor.That has not stopped Mr. Musk from attempting to needle Mr. Taylor.
In July, the men faced each other at a business conference in Sun Valley, Idaho, a day after Mr. Musk’s lawyers sent a letter to Twitter announcing that he planned to abandon the deal. (Mr. Taylor responded to the letter with a gruff tweet, telling the billionaire to expect a lawsuit.)In July, the men faced each other at a business conference in Sun Valley, Idaho, a day after Mr. Musk’s lawyers sent a letter to Twitter announcing that he planned to abandon the deal. (Mr. Taylor responded to the letter with a gruff tweet, telling the billionaire to expect a lawsuit.)
Onstage, Mr. Musk mocked Twitter’s tally of the inauthentic accounts on its platform, which he has said is a drastic undercount and has cited as a reason to break off the acquisition. Mr. Musk asked the audience if any members truly believed that spam accounts made up no more than 5 percent of Twitter’s users. Mr. Taylor was seated in the crowd, flanked by Twitter’s chief executive, Parag Agrawal, and its chief financial officer, Ned Segal.Onstage, Mr. Musk mocked Twitter’s tally of the inauthentic accounts on its platform, which he has said is a drastic undercount and has cited as a reason to break off the acquisition. Mr. Musk asked the audience if any members truly believed that spam accounts made up no more than 5 percent of Twitter’s users. Mr. Taylor was seated in the crowd, flanked by Twitter’s chief executive, Parag Agrawal, and its chief financial officer, Ned Segal.
Mr. Taylor didn’t flinch. “He doesn’t get ruffled,” said Stewart Butterfield, the chief executive of Slack, who was seated nearby and watched Mr. Taylor’s reaction. “He’s very resolute and definitely believes, as I do, in the merits of the case.”Mr. Taylor didn’t flinch. “He doesn’t get ruffled,” said Stewart Butterfield, the chief executive of Slack, who was seated nearby and watched Mr. Taylor’s reaction. “He’s very resolute and definitely believes, as I do, in the merits of the case.”
But the scrutiny that comes with juggling the most volatile deal in the industry has bothered Mr. Taylor, one person familiar with his thinking said. While the uncomfortable period between making a deal and closing it is familiar to him, working inside a fishbowl is not.But the scrutiny that comes with juggling the most volatile deal in the industry has bothered Mr. Taylor, one person familiar with his thinking said. While the uncomfortable period between making a deal and closing it is familiar to him, working inside a fishbowl is not.
He prefers to do business in person, often jetting around the world to meet a potential business partner or recruit a prospective employee. In April, when it appeared that Mr. Musk might join Twitter’s board, Mr. Taylor hopped on a last-minute flight to San Jose, Calif., and arranged to meet Mr. Musk in an Airbnb near the airport.He prefers to do business in person, often jetting around the world to meet a potential business partner or recruit a prospective employee. In April, when it appeared that Mr. Musk might join Twitter’s board, Mr. Taylor hopped on a last-minute flight to San Jose, Calif., and arranged to meet Mr. Musk in an Airbnb near the airport.
“This wins for the weirdest place I’ve had a meeting recently,” Mr. Taylor texted Mr. Musk while he waited for him to arrive, according to a legal filing. “There are tractors and donkeys,” he wrote, adding an emoji of a person shrugging.“This wins for the weirdest place I’ve had a meeting recently,” Mr. Taylor texted Mr. Musk while he waited for him to arrive, according to a legal filing. “There are tractors and donkeys,” he wrote, adding an emoji of a person shrugging.
As Mr. Musk began to publicly criticize Twitter, Mr. Agrawal pushed back: “You are free to tweet ‘is Twitter dying?’ or anything else about Twitter — but it is my responsibility to tell you it’s not helping me make Twitter better,” he wrote in a text message on April 9.As Mr. Musk began to publicly criticize Twitter, Mr. Agrawal pushed back: “You are free to tweet ‘is Twitter dying?’ or anything else about Twitter — but it is my responsibility to tell you it’s not helping me make Twitter better,” he wrote in a text message on April 9.
But Mr. Taylor’s messages with Mr. Musk remained reserved. “Here to make this successful in any way I can,” he wrote to Mr. Musk after accepting the $44 billion offer.But Mr. Taylor’s messages with Mr. Musk remained reserved. “Here to make this successful in any way I can,” he wrote to Mr. Musk after accepting the $44 billion offer.
The members of Twitter’s board beyond Mr. Taylor and Mr. Agrawal have stayed quiet. They include Omid Kordestani, another former Google executive and longtime Twitter board member; Egon Durban, a technology investor who joined the board in 2020 as part of a bid to keep Mr. Dorsey at the company; Mimi Alemayehou, a Mastercard executive; Fei-Fei Li, an artificial intelligence professor; and David Rosenblatt, a retail executive who has served on Twitter’s board for more than a decade. Through a spokesman, Twitter’s board members declined to comment for this article.The members of Twitter’s board beyond Mr. Taylor and Mr. Agrawal have stayed quiet. They include Omid Kordestani, another former Google executive and longtime Twitter board member; Egon Durban, a technology investor who joined the board in 2020 as part of a bid to keep Mr. Dorsey at the company; Mimi Alemayehou, a Mastercard executive; Fei-Fei Li, an artificial intelligence professor; and David Rosenblatt, a retail executive who has served on Twitter’s board for more than a decade. Through a spokesman, Twitter’s board members declined to comment for this article.
In other acquisitions, Mr. Taylor has been intimately involved in negotiations and has pushed for rapid closing periods, people who have bought or sold companies with him said.In other acquisitions, Mr. Taylor has been intimately involved in negotiations and has pushed for rapid closing periods, people who have bought or sold companies with him said.
Mr. Taylor sold his start-up, Quip, to Salesforce in 2016 for $750 million. That was after another top Silicon Valley firm had offered to buy the company. Mr. Taylor had turned it down because he believed the offer was too low, Quip’s other co-founder, Kevin Gibbs, said. Once Salesforce made its higher offer, Mr. Taylor requested that the deal be completed in just one week. Mr. Taylor sold his start-up, Quip, to Salesforce in 2016 for $750 million. That was after another top Silicon Valley firm had offered to buy the company’s product. Mr. Taylor had pushed for a higher price in that deal because he believed the offer was too low, Quip’s other co-founder, Kevin Gibbs, said. When Salesforce made its offer to acquire Quip, Mr. Taylor requested that the deal be completed in just one week.
“He had realized, if this drags on for a really long time, it could be really demoralizing to everyone here and a huge distraction,” Mr. Gibbs recalled. And despite grumblings from the deal’s lawyers, the closing period lasted only 10 days, close to Mr. Taylor’s schedule.“He had realized, if this drags on for a really long time, it could be really demoralizing to everyone here and a huge distraction,” Mr. Gibbs recalled. And despite grumblings from the deal’s lawyers, the closing period lasted only 10 days, close to Mr. Taylor’s schedule.
Mr. Taylor is keenly aware of the discomfort in which Twitter is mired and is eager to bring it to an end, a person familiar with the discussions of Twitter’s board said.Mr. Taylor is keenly aware of the discomfort in which Twitter is mired and is eager to bring it to an end, a person familiar with the discussions of Twitter’s board said.
Mr. Taylor’s frenetic pace has been relentless over the past six months, as he has managed his executive duties on top of his responsibilities as Twitter’s board chairman, keeping pressure on Mr. Musk and trying to finalize the deal.Mr. Taylor’s frenetic pace has been relentless over the past six months, as he has managed his executive duties on top of his responsibilities as Twitter’s board chairman, keeping pressure on Mr. Musk and trying to finalize the deal.
The week before Twitter’s September board meeting, Mr. Taylor embarked on a whirlwind trip to Los Angeles, Minneapolis and New York to meet with Salesforce clients and gather feedback on an upcoming product presentation. After the board meeting, he jetted back to San Francisco.The week before Twitter’s September board meeting, Mr. Taylor embarked on a whirlwind trip to Los Angeles, Minneapolis and New York to meet with Salesforce clients and gather feedback on an upcoming product presentation. After the board meeting, he jetted back to San Francisco.
“It’s been exhausting,” Mr. Taylor confessed the next Tuesday, as he presented Salesforce’s newest products to an audience of thousands at the company’s annual conference.“It’s been exhausting,” Mr. Taylor confessed the next Tuesday, as he presented Salesforce’s newest products to an audience of thousands at the company’s annual conference.
In a court hearing last week, lawyers for both Twitter and Mr. Musk argued for hours about access to Twitter employees’ internal messages and to Mr. Musk’s text messages. But Mr. Taylor was unavailable to listen in — that day, he sat for a deposition at the offices of Twitter’s legal team in San Francisco.In a court hearing last week, lawyers for both Twitter and Mr. Musk argued for hours about access to Twitter employees’ internal messages and to Mr. Musk’s text messages. But Mr. Taylor was unavailable to listen in — that day, he sat for a deposition at the offices of Twitter’s legal team in San Francisco.
“Bret understands there is a system to how these things work. He is comfortable playing in the system with the rules as expressed,” Mr. Lilly said. “Elon doesn’t always think the rules apply to him. That’s not how Bret acts.”“Bret understands there is a system to how these things work. He is comfortable playing in the system with the rules as expressed,” Mr. Lilly said. “Elon doesn’t always think the rules apply to him. That’s not how Bret acts.”