align with everyone's views. so, you know, taking the approach that they're going to allow free speech, they're going to allow less censorship and open it up, that's what he means with the town square. >> very interesting, cliff hodge, thank you very much brent phil, thank you. julia boorstin, i think we'll hear more from you very shortly. >> what a historic day. >> amazing. >> it happened during the day. that's it for us here on "power lunch. thanks for joining us. "closing bell" begins right now. thank you, kelly and tyler welcome to "closing bell," everyone we begin with breaking news on twitter. elon musk will officially acquire twitter, taking it private for $54.20 per share in a deal valued at approximately $44 billion. the stock remains halted right behind me we're keeping an eye on the floor of the new york stock exchange a mini crowd gathering there waiting for the stock to open. expected maybe to go up toward

that offer price it was at the top of the s&p 500 today, up more than 5.5% at $51.63 when it was halted. let's bring in dan predmac, and mike santoli mike, keeping an eye on the stock here, as far as the deal price, what are we looking for in the market? it's amazing how fast this got done and what a reversal and change of heart it is for twitter's board. >> you have the board agreeing to a cash deal, $54.20 the stock should open up right up against it. the only variables is the financing going to be done it's committed at this point i think there's general confidence it will be done is there a regulatory glitch in there? unclear. it seems that the idea that another bidder comes in is pretty minimal because you'd think the board would have had those feelers out there. so at this point there's not a lot of movement at this point up to the bid and we'll see if there's any other variables we haven't heard about. >> dan, what does this suggest to you i like how cramer put it, they

didn't want their stock to get down to 30, they saw what happened to netflix, they're set to report earnings this week if it was another disappointing earning that's what could have happened, so they went with the other option. >> yeah, i would suggest the earnings we're going to see aren't going to be great one of the things twitter put in the press release, there will be not a conference call tied to those earnings just to pick up on something mike said. we've said reporting there's no go shop as parts of this there's nothing on breakupfees on either twitter or musk's side we'll get that in an fcc filing but that's pretty interesting because musk is on the hook for half of the deal there's no equity partners listed here. what happens if twitter does find a better offer if somebody unsolicited shows up >> take us behind the scenes, dan, about how this happened in such a quick time period and why the big reversal for twitter's board that they decided to do this. >> i mean i'll say first what i don't know, which is the role

that jack dorsey played in this. he seems even though he has a very small shareholder of the company, only one vote on the board, he is the person who has been there longest he plays an outsized role and obviously has a relationship with musk. i think the main thing was i feel the board was going to call musk's bluff on the financing. once he put it in writing, not what he did with tesla, once he put it in writing they maybe didn't have another choice at that point he called their bluff. >> what does it say to you about the board, the leadership, the fact this was a unanimous deal and they are accepting elon musk's offer >> youssef, for you. >> thank you this basically says that the board initially was not interested in selling, anltds then, you know, kind of -- shareholders, twitter shareholders put their feet to

the fire the funding all of a sudden became secured, quote unquote, kind of forced them to take the issue more seriously look, $54.20 a share is equivalent to seven times revenues, about 26 times ebitda. that's about twice as much as where facebook is trading, about 30, 40% higher than alphabet i think that's a great deal for shareholders, even though the stock was at $77 some time back. >> last year >> at least from the shareholders we've spoken to, they were very relieved to see this deal happen, so i think there are a lot of happy shareholders here, all things considered. >> is it a good deal, mieke, fo shareholders >> it's relative to what else was available and the likely place the stock would trade to what's happened in the less than two weeks since he first offered

to buy the company, facebook, pinterest, snap, all down 10%. you did see netflix blow up. the people that own twitter, the professional shareholders that own twitter also own a lot of tech stocks that are just blown up so i do think it was probably, all else being equal, something where shareholders would pressure the company and say we think a bird in hand is a whole lot better than we might expect down the road even though ultimately you could have gotten the stock higher i thought -- by the way, the board could easily still have said no. it was all about the board's -- are they willing to say no, not have another good option and let the stock go where it might. >> right. >> that would have been the tough part, but it was not impossible >> not the route that they are going. julia boorstin joins us, covers the company. what else can you tell us about twitter's change of heart, adopting the bid, and now accepting it

>> first i now need to note that there are reports that the ceo of twitter and the chair of twitter are going to be hosting an all hands meeting for employees today at 5:00 p.m. eastern, 2:00 p.m. pacific to talk about the news, saying that they want to talk to their employees about what this means for them and also for twitter's future i'm sure there will be a lot of questions. that's twitter's headquarters in san francisco. unclear how many employees are in the office today, although we can imagine that people are going to be dialing in to that meeting to hear more about what's going on. now, as for the deal itself, musk bringing twitter private at $54.20 per share in this transaction valued at $44 billion, in the press release they point out this represents a 38% premium to twitter's closing price on april 1st that was the last trading day before musk disclosed his approximately 9% stake in the company. musk saying in his statement in

the press release laying out his purpose and his mission with twitter saying, quote, free speech is the bedrock of a functioning democracy and twitter is the digital town square where matters vital to the future of humanity are debated. he goes on to say i also want to make twitter better than ever by enhancing the product with new features, making the algorithms open sourced toin therese trust, defeating the spam bots and authenticating all humans. saying twitter has tremendous potential. i look forward to working with the company and the community of users to unlock it just interesting to note here that he's not talking specifically about financial opportunities to make changes, financial potentially he's been very critical of twitter's a ad-supported business model. brett taylor, the chair there and the board accepting a relatively small premium over today's trading price. brett taylor saying in the press release also, quote, the twitter board conducted a thoughtful and

comprehensive process to assess elon's proposal with a deliberate focus on value, certainty and financing. the proposed transaction will deliver a substantial cash premium and we believe it is the best path forward for twitter's stockholders i think it is worth returning to that fact that twitter is reporting its earnings on thursday we saw in snap's earnings some of the structural challenges facing these ad-supported social platforms. snap has done a great job of navigating them, sara, but you have to wonder how negative those numbers and the outlook might be in those results thursday morning and why the company might have been rushing to get this news out before those earnings thursday. >> a lot of good context julia, thank you julia boorstin dan is still with us dan, i do wonder to mike and julia's point there if it says something about the sentiment toward social media stocks we do get meta earnings on wednesday. last quarter was a huge disappointment and there are

huge concerns about not just the stock market but this very part of the stock market. >> look, that's absolutely true. and i think the point that mike or julia made about how bigger institutional investors in twitter are big institutional investors in lots of the other social media platforms and they have been getting hit. this is an industry that it's not quite following nice but it's been going down and this is a chance to get some green on the table that certainly is part of it. the other thing if you're twitter's board and believe where the economy is going and where social media is going in terms of challenges ahead, this is the path of least resistance. declare victory and walk away. >> youssef, what do you expect from some of the competitors and from the group and overall for the stock performance? what do you think this deal signifies about this >> i think twitter is really a case by itself the stock hasn't done anything

since it ipo'ed nine years ago i don't think you can say the same thing about facebook or snap or alphabet currently we're actually pretty positive going into facebook print in a couple of days we've done some channel checks that basically indicate that the numbers ultimately may actually be better than what muted expectations will tell you and i would say for alphabet, it's even better the search remains just really the bedrock of digital advertising, not being hampered or at least not much being hampered by ios 14.5 headwinds, et cetera. we think expectations have been lowered pretty dramatically after the last earnings print and i think we should see, you know, numbers that are at least in line if not slightly better for both google and for facebook >> got it. we're just showing you a live

shot because twitter shares have reopened for trade no surprise they are sharply higher now they're up about 6.4%. we're still below the $54.20. >> it's a 3 to 4% discount it's a time value of money you're not going to pay exactly the amount coming to you from the deal right up front. and it does remain at least some outside chance that something happens with the financing, it gets delayed, regulators come in or somebody has a change of heart perhaps. >> i also want to show you shares of tesla which moved a little lower on this news as well, where elon musk is ceo and chairman of that company look, he's managed to lead a number of companies before, but no question this is going to be a new challenge and a new distr distraction. the reason he wants to do on this deal which he's made clear on twitter to his 82 million followers is that he wants it to change. >> that's one element of what's

happening with tesla shares, but the other that's a little more tangible is he's going to have to sell a bunch more of his tesla stock and he will have more of shows shares pledged against the margin loan which is part of the financing for the twitter purchase it's also about a supply/demand thing. a lot of his tesla stake is now going to be somewhat encumbered by borrowing that he's done against it. >> tesla shares down 2%, $985 per share. dan, so we know elon will take twitter private. the question now is what is he going to do with it? we have gotten some hints from him as far as his tweets and some ideas in that ted talk. what do you envision will happen next who's going to run it and what's going to happen that we all in the media use pretty often >> the only thing he's promised is that he wants to open source the algorithm. beyond that, huge questions. who's the ceo? julia said prague will do an all hands meeting. the first question is are you going to be here in three

months elon has said management has been mismanaging this company. it's hard to imagine that these folks get to stay. then after that, the big giant question to me is does elon musk really want to run twitter as a business or does he want to run it as a nonprofit utility? i don't think that's without the realm of possibility, almost like owning a sports team. he might not care about making it much more profitable. he might view this as owning twitter is the end to itself not making it a very, very profitable business. >> what went wrong on that front as this was a public company as you mentioned with years of underperformance, unmonetization on profitability and even on user growth. what can elon do differently >> well, user growth is the key to everything. if you're able to onboard people that engage a lot with the platform, then monetization happens either in the form of

advertising or in the form of subscription and the board and the management team for the last 15 plus years has decided to go the advertising route. that's what meta and everybody else has decided to do now musk is talking about potentially focusing on subscription, which is a completely different animal. not sure exactly how he's going to go about that particularly against the backdrop of an absolute free speech approach. advertisers may not be too crazy about how an absolute free speech environment so it's going to be interesting. we don't really know but my view is ultimately i think if he focuses on the product, the rest will take care of itself. how ultimately he monetizes it is almost irrelevant. >> watching this tick for tick, a lot of action around twitter stock. it's up almost 6% but the context is it's up 33% more than

that this month since we first learned that elon musk had been building a big stake that started going back in january and did want to take this company private. originally, remember, the company resisted it. the board adopted a poison pill to keep him from buying more stock. but clearly he lined up the financing, he's been having conversations or at least reports that he's been having conversations with shareholders. and now the board is unanimously accepting his offer to take twitter private, 54.20 the stock just below that level. it's actually below $52 per share. let's bring in cnbc's leslie picker for more on what we know about shareholders in this equation clearly the board was feeling some pressure to get this deal done. >> the board was feeling pressure because elon musk was able to demonstrate that he did have committed financing to funding the deal before that it was just talk after you have financing then there is a series of protocols that you have to take, according to delaware law, in order to showcase that you've really studied the bid and are doing

what's best for shareholders the question of whether another bidder will come in, i think the market doesn't expect a higher bid because it's not even trading at $54.20 a share. there's still a spread between where this deal is taking place so that's something to watch as well that spread should narrow as it gets closer and the approvals take place and there's more certainly as to the deal closing. but i think the market is saying right now that it's excited about this deal. it's kind of in a wait-and-see approach if it actually takes place. but you've still got $3, a little less than $3 between the actual price of the deal >> we'll keep an eye on that spread as mike santoli was saying he expects it to come in closer as we approach the deal. mike, we know that they want to close in 2022. >> it's a pretty standard discount right now i wouldn't read too much into it except as leslie said, if people really thought that somehow this is still in play and there's going to be bidders out there, you might build some of that in.

but this is probably where it ought to be right now. honestly it's capped out at a cash bid all of a sudden this is going to become a boring stock. >> twitter shareholders will receive $54.20 for each share that they own of that common share. let's bring in cnbc's steve covac for a look at what this means for donald trump's rival social network, truth social, and that question about whether donald trump would be allowed back on twitter and whether he'd want to come back. >> yeah, that's right, sara. what donald trump just told fox news, even if elon musk lets him back, he's not going to use twitter. he's going to focus on truth social platform. dwac, that's the super pac that's supposed to acquire truth social it was down 7% earlier as rumors that offers could be accepted by the twitter board and now it's just falling even further, despite the fact that trump is saying himself, hey, this is my

platform of choice i just log on to truth social. he has used it exactly once in the last two months. so he hasn't been using it much at all, even though he has total access to it it's pretty interesting to hear him say this is the number one question for people in the political world. will elon in this free speech move allow donald trump back on after this permanent ban he received around january 6th last year, sara >> and what does free speech even mean, steve that's another -- right? elon has said he wants it to be the town square and that sounds all well and good. but if you look at where twitter has had to crack down, hate speech, abuse -- >> how much time do you have, sara >> right and we've all experienced this and they're trying to do that, i think, to make it more appealing for advertisers and make it more appealing for users, right, and the experience so there is a question about what free speech without cracking down would actually look like. >> how do you build a business on an anything goes type of

platform free speech has kind of lost all meaning. it means whatever you want it to me it means blocking the people you disagree with and letting in the people you agree with. it just has no relevance now on social media so, yes, can you build a business out of this free speech anything goes type thing advertisers are going to be turned off by that so it's not going to be an ad business then there's the question like we were talking earlier, does elon musk, you know, see this -- is he going to operate it like a nonprofit, as some kind of free speech town square kind of thing where it makes no money? because people aren't going to start paying to use it all of a sudden as julia boorstin keeps saying, over 90% of the revenue is tied to advertisers, and advertisers don't want to put their ads against that nasty content so either the whole company shifts from an ad-based model to a subscription model, or they just operate it like a nonprofit. >> right this is a modern day media

baron. jeff bezos owns "washington post." marc benioff owns "time" magazine. >> i do think there's probably some play in this. as a public company the way it's been structured, it's been minimally profitable, not terribly profitable. maybe you could look at that and say does twitter have to have 7500 employees do we have to be incurring as much cost as we are right now in terms of content moderation? if you're a lender to musk and to the company on this bid, as there are several, they'll be lenders to the company itself in support of this bid, and maybe sell some debt to the public, you probably wanti to know there's play in the financials and you don't have to bet on remaking the business model to be very profitable so you can service what is a significant amount of debt based on the amount of cash this company has been producing. >> you're seeing twitter shares up 6.2% or so.

just below $52 a barrel -- $52 a share, again, below that $54.20 which elon is taking the company private at communication services are the best performing sector in the market right now and they are led higher by twitter. if you look at the qqq, the nasdaq rebounded earlier in the session, but tesla, i want to show you what's happening with tesla stock. it ticked lower on this news it's down about 1.5% and it's the biggest weight on the qqq. we'll keep an eye on that. there will be questions about what this means for tesla the stock, which he has to sell a little bit to finance this deal, and his focus, as he is taking on one of the biggest acquisitions in technology history. >> yeah, absolutely. and we don't, again, know if he will day-to-day want to run it clearly he's been able to serve among three or four different enterprises of his own before twitter that he's got going. >> dan primack, are you still with us? do we know anything about

what -- who would run this, what sort of ideas have been out there as far as what he would do with staff, and what he would do with the model >> no, we have absolutely no idea and i think it is notable and probably you started this entire segment by saying how quick this all came together. normally we probably have answers like that in the announcement press release but we don't we have absolutely no idea except, again, to say given how critical he was of current management, it is almost impossible to believe they would stay there there is of speculation could jack dorsey take it over again and run it along with square we mentioned how he might pivot more to a subscription model than advertising model i've heard that too. the only thing that's weird about it is, if the ideas are a global public square, emphasizing the subscription aspect limits the number of people that are on that and their access to that global square >> why >> just because you have to

pay -- you have to pay to get in the idea that this is open to everybody, now suddenly there's a toll. >> a lot of people have said that this service should be for pay for a long time. it is pretty amazing that it is free sometimes. >> yes, but not based on what elon has said which is this is the place where everybody should go to express their opinions and hear everybody else's opinion. if that's the case, putting a pay wall up would be counterproductive. >> youssef, have you done any work on that, what elon would have to do if he does want to do it as a real business? >> yeah. arguably it doesn't have to be all paid you could definitely have a hybrid model where you could have a premium kind of a la twitter blue which so far has not been super successful but maybe with a much improved product it could be. and then you can still have the base product be free for everybody around the world to

gain scale i don't know at the end of the day i think, again, it goes back to ultimately what will the product look like and, you know, whether he makes money through subscription or through advertising, i think that's secondary in the big scheme of things, right? it's really around this approach to free speech -- >> right. >> -- and is that ultimately how he's going about this. >> he said he wants to make the algorithm open sourced to increase trust what does that mean exactly? do you know, youssef >> to a certain degree that just means -- everybody in the world knows what are the drivers of the algo what are the inputs that go into the algo to show between tweet shows up first, which tweet shows up last, et cetera, and what gets trending and what's not, instead of having it done behind closed doors. that's effectively what open

source algo means. >> julia boorstin, are you still with us? >> yes, i'm here, sara >> so, julia, question for you what do we know about this employee meeting you said that there are reports that prague will be talking to his employees a little later today. what is he likely to say >> look, that's set for an hour and a half from now. i would assume that there is a lot of concern among employees there have been various reports about how employees want to know what their future holds. and just to go back to this fundamental question about twitter's business model, i mean there are giant groups of employees at twitter who are focused on the advertising business and this question of building out effective advertising to target consumers with yes, there are these new groups building out subscription businesses but if musk is indeed not so interested in the advertising

business, that would raise a lot of questions and perhaps concerns for a lot of those engineers and ad sales people who are focused on the ad part of that business so i think that's a lot of anxiety in that building we just showed right now i would guess that he's going to try to reassure employees, but not entirely sure what he's going to say as you guys have been discussing, it's unclear who's taking the helm of this ship now. >> twitter shares do cross over that $52 per share mark. again, below the $54.20 but inching higher they have been building on their gains ever since they reopened about 20 minutes or so after being halted for this news pending. mike, you do wonder if there are implications for other social media stocks here as they're about to report earnings they have been crushed under pressure given all the growth concerns in the market, the sentiment around some of these businesses does this make things better for them >> it's unclear if it makes it better for them. for one thing, twitter probably

not big enough in terms of advertising market share to say there's going to be some kind of net gain for others, even if they de-emphasize that area. the other thing is if you say, okay, this puts some kind of a floor in valuation for social media stocks, i would say that doesn't really quite persuade, because he's buying it for very specific reasons having very much to do with twitter's role and what the platform means for the world and for him. it's not just about i want to own some pool of social media revenues and users so i think it's a tough linkage to try to make at this point in terms of what it might mean. now, they have been crushed. those will trade based on their fundamentals meta is unbuyable and so it's just about -- it's not going to merge with anything at this point, so it's just going to be been are they turning the fundamentals around. >> youssef, $52 a share for twitter stock. if you are a shareholder of twitter and buying twitter on this news, what are the risks as we find out more about the

regulatory process and what comes next after elon's accepted bid to buy it? >> well, i think buying it at $52 to make $2, considering all the potential things that could go wrong, we would not recommend, right because i think the money -- most of the money has already been made and now it's just kind of an arbitrary game what it means for the other platforms, i would argue that this is actually a situation where there is now a floor yes, maybe, you know, maybe musk sees it more than just a financial transaction. but he's paying seven times -- he's paying 26 times ebitda. again, facebook is trading at about half so even if you adjust for that, it's still a valuation that i think should help put some sort of framework around the other social platform, which again, by the way, we think they're going

to be okay they're going to be releasing numbers that are not going to resemble anything like they did last quarter last quarter was kind of a one-off we think >> so you're a buyer of what, meta which one specifically >> yeah. so we rank ordered them as alphabet number one, meta number two and amazon number three, although amazon is not social. >> although i wonder how many unique situations like this there would be in terms of just putting a value -- your point about the valuation floor. it's elon musk, it's twitter there's so much that's unique here, don't you think? >> well, i mean to a certain degree, yes, but he's still spending $46 billion not to just -- because he's got that money laying around. i do think this is a valuable business that eventually he can -- if he turns it around, there's no reason why this is not $100 billion for him over time but we do think that this is -- that there is still real value

in the social platforms. twitter is basically the weakest link and got taken out at double the value of meta. >> youssef, thank you very much. twitter shares up 6.5% after the board has accepted the nearly $44 billion offer from elon musk to buy this company and take it private. let's bring in cnbc's david faber on the news line, m & a reporter david, what more can you tell us what other color do you have >> you know, sara, this is so extraordinary. just trying to get some sense as to the board action here and what really went on and the many calls they apparently had over the weekend in terms of trying to determine whether they would accept this offer. obviously as we sort of expected, there were no strategic buyers here, nor were there anybody expected to come up and meet that price, and no private equity players as we

pointed out would ever dare compete, nor could they pull off a deal of this size or anywhere near this size at this price but still, it is a curiosity that the board was willing to accept $54.20. but it does appear that there was really not a lot of pushback the board ultimately was unanimous in its belief that this was the right value based on at least the projections that they heard from management and their financial advisers in terms of where those projections would ultimately be valued in the market and so here we are when this process began not very long ago, there were two key questions for this board one of course was is the financing for real, where will it come from, and will he give specifics? which he did last thursday then the other one was value they obviously at least came to a conclusion of their own unanimously that the value was

there. as surprising as that would seem, given that it was the best and final bid that many had anticipated, including me, would be rejected followed by some negotiation that might ending up w with a higher price. and here we are. >> brett taylor, the twitter chair, in his statement said the board conducted a thoughtful and comprehensive process to assess elon's proposal with a deliberate focus on value, certainty and financing and it will deliver a substantial cash premium and we believe it is the best path forward. you do have to wonder how much of the market environment played a role the sentiment around social media stocks the fact that twitter is about to report earnings and what just happened with netflix and some of these other companies that are considered peers or competitors at least in advertising and just what the road ahead looks like. i do wonderi if it's a statement about where we are in this market. >> yeah. when you're sitting and having a

presentation from your financial advisor and discussing amongst the board, obviously your key responsibility is try to get the full value for your shareholders but you are taking all those things into account. you're taking into account where the multiple on these kinds of companies and their stocks is right now, where you expect it to be. and to your point and i think an important point, what are those numbers going to look like from twitter when we get them the one thing we don't know, what are the projections from management where were they? were they where the street was were they below what might be anticipated by the investor base and so that's got to be a part of it as well. but certainly you do take in the current conditions and current multiples in terms of where -- there's no necessary peer group so to speak because this is a unique platform, but you can obviously back into this some numbers. >> so a $44 billion deal would make it one of the largest

leverage buyouts that we've seen, one of the largest technology deals what comes next as far as the process unfolding? >> yeah. i mean it's extraordinary in every way, right the world's wealthiest man doing a deal how often have you seen a press release in all my years where it's one guy you know, it's one thing for jeff bezos to buy "the washington post" for $250 million. it's another for musk to buy this unique platform for $44 billion. what's next really, this is a point i made last week it seemed to be a minor point at the time but it did go to how quickly they were able to get a deal it didn't require any due diligence on his part. there's no financing he's guaranteed the money, the $21.5 billion. he's got the -- debt financing and the margin loan that he's delineated as well sara, unless there's unexpected opposition on the regulatory front, this could close quite quickly. and twitter will become a private company. now, i say that because you just

don't know when it comes to regulatory there are no obvious impediments, certainly not from a traditional antitrust perspective. but is there going to be some sort of argument made in terms of the power of this platform and the fact the wealthiest man in the world will control it and he also controls tesla and spacex i would have no idea it seems to be a hard argument to make but it's not one that you can completely dismiss so barring that, this deal could close fairly quickly. >> also a new model for activist investors and proponents of activism certainly not something we're used to seeing david faber, thank you very much for jumping on the news line really valuable to hear from you. let's hit that regulatory question that david brought up because joining us now is former s.e.c. chairman harvey pitt. harvey, great to talk to you so what sort of issues might arise here on the regulatory front for elon musk buying twitter? >> well, i think there are

issues that relate back to the fact that when musk acquired his position, he filed the wrong form and then he filed the correct formulate. so there were investors who may have been misled by the fact that initially he filed forms for a passive investment when in fact he intended all along to be quite aggressive that being said, there may have been violations of the securities laws that he will have to contend with and he'll also have to contend with his favorite regulatory agency, the s.e.c. >> right, where he's run into issues before and really has doubled and tripled down in talking not nicely about them. harvey, are these the sort of things that could actually block the deal from getting done or just present some delays >> yes i don't think that they would

block the deal from getting done but they could present regulatory delays. for one thing he is probably subject to an investigation. and if that's the case, that could go on for quite a long time there may be issues that arise as a result of that investigation that we haven't heard about yet. >> what do you think about the s.e.c.'s relationship with elon musk at this point they fined him, he's gone after them since then. he sort of thumbed his nose at them all along the way, including this wrong disclosure. >> there's no requirement in law that you have to like my beloved former agency. he's entitled to dislike them. what he really shouldn't be

doing is acting like a juvenile and just baiting them and taunting them and attacking them that just means that he's creating a harder road for himself. one has to wonder about the maturity of somebody who would do that. but i believe that he's going to have problems with the s.e.c. and he will continue to have problems with the s.e.c. taking this company private will not subject him to public company regulation, but the process may have included violations of law that he will have to address and redress if the s.e.c. so chooses. >> right violating that rule of

disclosure that you need to basically telegraph to the market your intentions on taking that stake what about the fact, harvey, that he is now going to be the ceo of tesla, running spacex, the boring company he regularly uses twitter to promote and hype some of these companies. is that an issue for regulators to take up here? >> i wouldn't think so i think that's a stretch he is really seen as an idea man and not as a hands-on corporate technician he has other people to do the technical things and musk has been a big picture type of person so i would think that there's, you know, some people may question whether he is spreading himself too thin, but my guess is that that won't present a

single regulatory hurdle for him to get over. >> no, it's that disclosure. and just to be clear, i guess the thing they would have to investigate, harvey, you explained it to me, is whether he intended to mislead with that disclosure is that the question here? >> well, i think so. because filing the right form is not very difficult this isn't rocket science. and he's got tons of great lawyers working for him. so the fact that he filed what is technically a 13-g, which is a passive statement, when he should have been filing a 13-d is something that looks as if he should have known. now, whether it was deliberate or not, whether the s.e.c. can show that i don't know but whether or not it was

deliberate, it's still a violation to file the wrong form >> right hard to tell whether it was an inadvertent mistake, an oversight or whether he had the intention to violate that rule harvey pitt, thank you very much for jumping on the news line we'll see what happens there. let's bring in cnbc's robert frank. robert, extraordinary to see the world'srichest person spend $4 billion to take twitter private. what have you been focused on besides just how elon is going to get this done, which we know he's going to have to sell some tesla stock, which is weighing on tesla what else do we know about his intentions and where he goes from here? >> yeah. look, i was surprised that he's funding as much of this deal as he is. now, remember, two-thirds of this total price is coming out of his own pocket. he's got about a $12.5 billion margin loan but he's got to put up $65 billion in tesla stock for that so that's a big chunk of change out of tesla

then he has to funding $21 billion in equity. that's cash either from selling tesla shares or perhaps some stake in spacex or boring, wherever else he can raise that money. so he's worth $260 billion he can say what's $40 billion, it's not a huge percentage of his net worth. but it's not liquid. it's a big burden on the tesla shares we see those shares down about a percent and a half today but if you look at what he has already pledged going into this deal, which is $88 million of his tesla shares, add on top of that however many shares he'll have to pledge for this, could be 60 million, could be less, more than half of his total tesla stake will be pledged and a lot of that rolled into this deal so there was a comment on "squawk box" this morning, you're trading caviar for pizza in this because you're trading tesla shares for twitter shares. is that really going to be as good a long-term value look, it's his own investment, he can do what he will

but he's putting a lot of his own chips and a lot of tesla chips on the table and we'll see that reflected in tesla shares, not to mention all of his attention being distracted by twitter and whatever regulatory backlash we might see against the owner of tesla, boring, spacex, et cetera. >> so tesla is under a little pressure, though not much. it's down less than 2% there on the news twitter shares continue to go higher robert, it's a stunning move it's also sort of a new -- it's a new model, i was saying, for an activist investor, for one of the world's wealthiest, and also when you think about these billionaires buying media companies. he says he wants to do it for the sake of democracy and the public square. you just wonder where that is going to take us >> yeah, i mean david pointed out, well, we go back to jeff bezos buying "the washington post" for $250 million and that was considered a big deal. "the post" is very important but it is not twitter, it is not the global public square that

twitter is having someone of elon's wealth and influence already both through his companies and his personality, add on top of that now controlling truly the global town square, this is just uncharted territory for wealth, for political power, for influence, for speech, for all these things >> right big questions for all of us. thank you, robert frank. we are going to go straight into the "closing bell" market zone because we've got 16 minutes left of trade. the broader market has rallied stocks staging a pretty amazing comeback after starting the day under pressure we're now at session highs and actually climbing into the close. earlier in the day the dow was down more than 300 points. we're currently up 264 points. communication services is leading the s&p 500. that's a move on twitter, which is up 6% you've also got nice moves in warner brothers, discovery, live nation, dish, alphabet is rising into earnings. woe saw technology turn early with the nasdaq going positive

now the nasdaq 100 is up 1.16% mike santoli, didn't even wait until turn-around tuesday. wasn't that when it was supposed to happen after a brutal few days of trading last week? the final two datz of last week, the s&p dropped 5%. >> yeah, we did get a little further turn to the downside in the morning. a lot of times that fits in with the playbook people look for monday weakness. the way i would broaden it out, look, the zs&p 500 at the lows today just before noon had been trying to maybe put in some support, kind of make a stand right near where it had before 4200 it tried a few times, didn't break through it we do have a fed speak blackout this week. so whatever is baked into the fed, we've heard it already and we'll wait for the actual details next week. and you do have the big faang-type stocks reporting earnings this week as the nasdaq 100 was down 20% or so going into it. so all that stuff together, people were pretty negative. a lot of today looks like an

unwind of the popular trades before the ark funds were up all day. that seems like short covering that seems like taking profits on the shorts, maybe going back to some of those laggard areas but energy down, materials down coming into today, sometimes a sell-off happens in the latter phase of a correction. >> the difference today, it wasn't just about the fed. >> not at all about the fed. >> we started the day with china. we saw some of the major averages in china off 5, 6%, worst day since february 2020. we saw it spill over to the stocks in japan, down 2% and then in europe as well concerns about increasing lockdowns there. shanghai has been closed almost a month and now they're mass testing in beijing and we're worried about that expanding. so how do you process a weaker china and potentially more problems for the supply chain on top of everything else >> just another thing. i think people have basically been putting the stock market in the so-called too hard pile.

it's hard to see daylight in any direction. however, again, i said the market bottomed right before noon that's when europe closes, 11:30. it seems as if it was let's trade on our own basis and worry about china overnight tonight again. >> kay webb, the chinese internet etf that a lot of people follow down 0.2 of 1% but that was the center of the action let's get back to julia boorstin and talk more about twitter. of course that news just breaking just before the top of the hour that elon musk offered to buy twitter for $54.20 a share. has been accepted by twitter's board. julia, how could it affect facebook and some of the other names that are set to report meta is higher, alphabet is higher, amazon and even apple has turned around. >> well, look, i think there is this question about whether or not the board's willingness to sell right now just a couple days before earnings indicates that twitter the company is

facing massive challenges when it comes to its advertising business this was raised in snap's earnings which were better than expected the question also becomes how much does elon musk owning twitter potentially benefit the likes of meta and alphabet in terms of regulatory issues there was some speculation by analysts that there could be perhaps less interest in reforming section 230 and holding social platforms accountable for the content that is shared on their platforms if musk owns twitter, because that means that some of the concern of the republicans that they were being unfairly limited or censored on twitter might be resolved by that so the potential there would be less of a bipartisan push to reform section 230 also in terms that meta has been such a lightning rod for criticism, drawn so much concern. maybe some of that will come twitter's way. we just got a statement from the

naacp president, derrick johnson, talking about the nakt hate speech is unacceptable and hate speech has no place on twitter. he effectively urges musk to not allow different platforms to become -- different accounts to return to twitter, specifically referring to the president and saying do not allow twitter to become a petri dish for hate speech what you're showing right now is elon musk's comment that was part of that press release saying that he is very much focused on free speech that really is the reason why he is pursuing this deal because he wants to make sure the platform can be -- that twitter can be a platform for free speech he says he does see ways to enhance the product. but i think people will be concerned about whether or not musk will allow president trump back on the platform >> of course with emojis and all, with rocket ships and hearts he's got 83 million followers,

one of the most active users, most widely followed and soon to be owner of this company julia, thank you let's bring in an analyst from mkm partners thanks for joining us. rohit, are investors getting a good deal here >> i think so. i think in the middle of a transition that's going to take a long time. i think it's just going to amplify the weakness here. so it's a very good deal for investors. it remains to be seen what happens longer term with twitter. what can musk do and what is he willing to do. in the near term i think it's a very good deal for investors >> egal, do you agree? >> yeah, i agree with that sent meant. the price point are a strong premium, pretty close to where

snap is trading on revenue and ebitda multiples the growth there has been much slower a big premium to pinterest where growth of pinterest has been stronger than twitter has. and, you know, just a lot of question marks around user growth in twitter i don't think have gone away i agree that the sale here indicates that the result of the quarter and maybe the outlook aren't going to be that strong >> that seems to be everybody's takeaway what does it mean for competitors, a meta, a pinterest, that also rely on ads. how are they looking at this deal >> overall i think it's a positive if you look at there is somebody who is extremely influential in the tech industry. he is looking to take a very long-term view on an asset that has underperformed, has underinvested in technology and they are willing to take that

long-term view and position in the global ecosystem as such if investors do that i think there are a lot of value in other social media assets. also tactitactically, i think is geared the market share shift to smaller companies like pinterest and maybe snapchat in the near term so i think positive things from what musk is thinking longer term for not just twitter but social media and just the overall misinformation/disinformation, bot traffic, all the things that he's talking about >> meta only up about 1.3%, ygal it's down 44.5% for the yoear an about 51% off its highs. does this change anything for meta/facebook, which is going to report on wednesday? >> no, i don't think so.

twitter is just a fraction of the global digital ad market meta and google are materially longerer they represent nearly about 60% of global digital advertising. twitter is closer to 2%. so twitter is not enough to move the needle for meta at all i agree with rohit that for the small advertisers, pinterest, snap, tiktok, and even some other smaller platforms like nextdoor, there should be some budget that might shift around and this might be a benefit to that but for facebook and meta, probably not going to change anything. >> what about for the pinterest and snaps, which your colleague rohit thinks there's some value in and this confirms it, the smaller names. >> i agree with that their shares are similar to

twitter's. so dollars are moving off. it might move the needle for them there's some real value for advertisers in those platforms and now there's just one -- there's still going to be advertising on twitter, but elon said about changing the model being subscription based, less focused on advertising so there should be a lot of changes. for the smaller players in the ad world -- >> i wonder, rohit, what is going to happen when twitter reports earnings on thursday what is that call going to be like if they even do it? >> i am a little bit cautious on twitter's prospects for 1q, 2q what snap told us last week on weakness and brand advertising, almost 80% of revenues come from brand advertisers, one straight line interpretation is that twitter could have hiccups in 1q, particularly what snap

witnessed during march, and how that is going to trail into april as well. so net-net, there are more kind of incremental warnings to be had on twitter as we go to thursday that's my take >> twitter shares still remaining below $52 per share. $51.77, up almost 6% do you read anything finally, ygal, into that price, that we're below the offer of $54.20 that was just accepted >> just hedging around it. there might be some people that obviously aren't expecting the deal to close but i don't think so there shouldn't really be -- i'm sure it will get looked at in congress, but there's no antitrust issues or anything like that. i would expect it to work its way up to that agreed-upon price over the next couple of months. >> just that pesky little disclosure issue that he filed a

13-g, as harvey pitt highlighted. they're going to have to look into that. thank you for joining us, rohit and ygal the nasdaq is up more than 1% now. nasdaq 100 up 1.25%. it's leading this late-day rally. it turned early an everybody else followed. the dow is up 242 points amd and marvel both jumping after upgrades from raymond james. that's certainly helping the nasdaq joining us is the analyst behind that call, chris why did you upgrade the stock, do you think it's just been overdone >> well, for these two particular names we thing there's less cyclical exposure to the two of them we also add nvidia to the list which is another one that we've liked and had a strong buy for a little bit here. really what we're attempting to do with these moves is to show who's got some product cycle, some content games, stories within it that aren't as exposed

to what's happening with the macro and amd and marvel fit that bill. >> of the two, which do you like better which do you think has the biggest valuation opportunity? >> well, amd, we have a strong buy on that right now. we've been positive on that stock for about a year we're using this opportunity to kind of double down on that call in that case we think it's just all about share gain versus intel. now that we know the road map of intel versus amd over the next few years, we think that share gain is inevitable in the case of marvel, it's more about their exposure to the cloud, which has been one of the best areas of tech still again, even in that case it's about specific drivers things like the optical transition in cloud networking, in the 5g rollout in the u.s these are things we think are going to happen regardless of what's going to happen in the economy over the next 12, 24 months. >> chris caso, thank you for

joining us definitely wanted to get you on. we've got a little over two minutes to go, mike. communication services leads, technology is doing well a lot of these subsectors have turned around. health care, staples, discretionary and financials are all now higher what are you seeing in the internals? >> a little less strong than the overall index performance. a lot of times that does happen. with an early sell-off you have more stocks down than up you have slightly more volume in declining stocks than advancing stocks on the new york stock exchange the nasdaq is significantly stronger along that front so keep that in mind. that's where the damage has been the greatest over the last several months take a look at stocks versus bonds on a month-to-date basis they have been going down together but over the last couple of days before today you saw stocks crack through where the aggregate bond index did maybe there's modest reallocation in equities but not that big a deal but worth

keeping in mind that stocks did start to underperform just a bit. the volatility index poked above 30 today and it's now down around 27. some people look at a three-point decline from a peak at a close it could be almost a beginning of a buy signal and a sign that maybe the fever is breaking when it comes to the anxiety built into the options market, sara. >> as we go into close, i want to do another quick check on twitter, stock of the hour, on word that twitter has accepted elon musk's offer to take it private, $54.20 a share. the stock is trading up almost 6%, $51.74 just a little higher than where it was before it closed on this news but the news is taking us to this event and the stock is up 33% or so just this month on word of it tesla shares on the other hand, questions about whether -- how much he'll have to sell of tesla stock. tesla is down 0.6 of a percent so it's not too dramatic as we head into the closing, a pretty stunning comeback for the

overall market the dow jones industrial average up 217 points, the s&p up 22 or half a percent, which is a far cry from where we were earlier this morning that's going to do it for me on "closing bell. i'll see you tomorrow. i'll send it to "overtime" with scott wapner [ bell ringing ] welcome to "overtime." i'm scott wapner you just heard the bells we're just getting started on post 9 i'll be joined by tom lee on whether stocks are poised for a bigger jump as some are suggesting or more pain as the vix rises, energy falls and big tech starts reporting earnings in just 24 hours from now. we do begin with our talk of the tape the twitter takeover by elon musk, the deal sealed today after the board unanimously agreed to mr. musk's original offer. let's welcome in our experts