Capital.fr : EDF : les actionnaires minoritaires mettent la pression

EDF : les actionnaires minoritaires mettent la pression

Les actionnaires minoritaires d'EDF ne lâchent pas prise face à la prochaine OPA de l'Etat à 12 euros par titre sur les 15,9% du capital qu'il ne possède pas encore. Si ce prix représente une prime de 53% par rapport au cours de clôture du 5 juillet, veille de l'annonce par la Première ministre du projet de renationalisation, certains la juge insuffisante. Reuters a ainsi révélé aujourd'hui que l'Association de défense des actionnaires minoritaires (Adam) avait envoyé une lettre au PDG d'EDF, Jean-Bernard Lévy.

L'association présidée par Colette Neuville exhorte le dirigeant à aller en justice pour réclamer 8,34 milliards d'euros de compensation à l'Etat après la décision en janvier du gouvernement d'augmenter les volumes d'électricité nucléaire vendu à prix réduit aux concurrents du groupe, une mesure destinée à limiter la hausse des factures, indique l'agence de presse.

"Certes, EDF a déposé il y a deux semaines un recours auprès du Conseil d'Etat en ce sens mais l'Adam estime que seule une action devant un tribunal administratif avant le dépôt du projet d'OPA à l'Autorité des marchés financiers (AMF) serait en mesure d'influencer la décision du régulateur et que soit pris en compte le montant du préjudice estimé dans la valorisation de l'entreprise", explique Reuters.

En parallèle, l'association Energie en actions, qui représente des actionnaires salariés et anciens salariés d'EDF, a déclaré à Reuters qu'elle travaillait ardemment pour poursuivre l'Etat à qui elle reproche d'avoir mis en péril la santé financière du groupe français.

EDF a été introduit en Bourse en 2005 au prix de 32 euros par action.

WSJ : Twitter’s Ex-Security Head Files Whistleblower Complaint

Twitter’s Ex-Security Head Files Whistleblower Complaint
Former executive accuses social-media company of failing to protect sensitive user data and lying about security problems

Twitter Inc.’s TWTR -3.23% former head of security filed a whistleblower complaint against the company, accusing it of failing to protect sensitive user data and lying about its security problems, just weeks ahead of the social-networking platform’s courtroom battle with Elon Musk.

Peiter Zatko, who says he was fired as Twitter’s head of security earlier this year, submitted the complaint last month to the Securities and Exchange Commission, according to a representative of Whistleblower Aid, an organization that helped file the claims. His submission says that he “uncovered extreme, egregious deficiencies by Twitter in every area of his mandate,” including privacy, digital and physical security, platform integrity and content moderation.

Among Mr. Zatko’s claims are that Twitter executives, including CEO Parag Agarwal, deliberately undercounted the prevalence of spam on the platform. Those claims could further complicate Twitter’s battle with Mr. Musk, whom the company sued in July to enforce a $44 billion takeover deal. Mr. Musk has alleged Twitter misrepresented its business, particularly as it relates to the level of spam or bot accounts—claims Twitter denies.

A five-day nonjury trial is slated to begin in October

The existence of the whistleblower complaint was earlier reported by the Washington Post and CNN.

A Twitter spokeswoman said Mr. Zatko was fired “for ineffective leadership and poor performance” and that the complaint “is riddled with inconsistencies and inaccuracies and lacks important context.”

A lawyer for Mr. Musk said: “We have already issued a subpoena for Mr. Zatko, and we found his exit and that of other key employees curious in light of what we have been finding.”

Twitter shares were down roughly 3% in early trading.

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FT : BT says UK to take no further action over Altice stake

BT says UK to take no further action over Altice stake
Conclusion comes after government review of increased interest from billionaire Patrick Drahi

BT has said the UK government will take no further action over a move by French group Altice to increase its stake in the former British telecoms monopoly after a review in light of a national security act.

The UK government this year examined security implications of the 18 per cent holding by Altice, the investment vehicle controlled by billionaire Patrick Drahi. Altice had increased its BT stake from 12 per cent.

The UK decided Drahi would not have to reduce or sell his stake in BT, the British telecoms group said on Tuesday.

Speculation about Drahi’s intentions has intensified since he first spent £2bn on a stake in June last year. He has made debt-fuelled buyouts of companies in France, Portugal and the US in the past.

The National Security and Investment Act, which came into force last year, gives the secretary of state the power to call in transactions they “reasonably suspect give rise to or may give rise to a risk to national security”, according to a business department document.

WSJ : Elon Musk’s Lawyers Seek Documents From Former Twitter Chief Jack Dorsey

Elon Musk’s Lawyers Seek Documents From Former Twitter Chief Jack Dorsey
Subpoena is first sign the social-media firm’s co-founder will be an official part of the legal fight over Tesla CEO’s $44 billion takeover deal

Elon Musk’s lawyers have sent a subpoena to Jack Dorsey, the first indication that Twitter Inc.’s TWTR -2.23% co-founder and former chief executive will be officially involved in the legal fight over Mr. Musk’s stalled $44 billion deal.

Mr. Musk is seeking documents from Mr. Dorsey relating to the effect of false or spam accounts on the social-media platform’s business. The Tesla Inc. TSLA -2.28% CEO is also seeking information about Twitter’s use of monetizable daily active users, or MDAUs, as an important metric and any other metrics the company might use to describe user or advertiser engagement.

Twitter sued Mr. Musk in July for attempting to abandon his takeover of the company. A five-day trial for the case is scheduled to start Oct. 17 in Delaware Chancery Court. Mr. Musk countersued earlier this month, accusing the company of fraud for allegedly misrepresenting the condition of the business and metrics about users on the platform

The subpoena sent to Mr. Dorsey, dated Aug. 19 and made public Monday, is one of dozens that have been issued by both parties in the case in recent weeks, including to members of Mr. Musk’s inner circle of Silicon Valley investors, friends and financial backers. It is particularly noteworthy given Mr. Dorsey’s former role at Twitter and the yearslong relationship between the two men.

“Elon is the singular solution I trust,” Mr. Dorsey tweeted on April 25, the day Twitter accepted Mr. Musk’s bid. “I trust his mission to extend the light of consciousness.”

A lawyer representing Mr. Dorsey didn’t immediately respond to a request for comment. Mr. Musk’s attorneys declined to comment. A spokesman for Twitter declined to comment.

Mr. Dorsey, who resigned from Twitter late last year under pressure from its board, was among those whispering in Mr. Musk’s ear that Twitter should be a private company, The Wall Street Journal reported in April.

The billionaires have been seemingly friendly for years, exchanging messages on Twitter on shared topics of interest such as cryptocurrency. In early 2020, while Mr. Dorsey was on stage at a Twitter all-hands event in Houston, he called Mr. Musk on FaceTime. Both men have stood out for running two tech companies at the same time. Mr. Dorsey was once simultaneously CEO of Twitter and payments company Block Inc., SQ -1.82% formerly known as Square. Mr. Musk is currently CEO of Tesla and Space Exploration Technologies Corp., or SpaceX.

After stepping down from the top job at Twitter in late 2021, Mr. Dorsey was openly critical of the company and its board of directors, many of whom he put in their roles. On Twitter he took a vague swipe at the board and seemingly endorsed criticism of a core feature of the platform that was instituted more than a decade earlier when he was chairman.

When Mr. Musk mocked Twitter’s top legal boss on April 28 on its own platform, prompting online attacks toward her from his followers, Mr. Dorsey didn’t take a public stand. At the time, current and former Twitter employees said Mr. Dorsey’s lack of public comment shocked them because in 2018 he committed to reducing abuse and harassment on the platform.

“We have witnessed abuse, harassment, troll armies, manipulation through bots and human-coordination, misinformation campaigns, and increasingly divisive echo chambers,” he tweeted that year.

Mr. Dorsey hasn’t publicly weighed in on the legal dispute between Mr. Musk and Twitter in a substantive way and hasn’t made a public statement about Mr. Musk’s prospective ownership or decision to abandon the deal since he tweeted his support in April.

According to Twitter’s 2022 proxy statement, Mr. Dorsey owns about 18 million shares in Twitter. At the agreed takeover price of $54.20, that would value his stake at roughly $1 billion.

The outcome of the nonjury trial in October will be decided by Chancellor Kathaleen McCormick, and her ruling could set a new standard for when buyers can or can’t walk away from deals.

In addition to Mr. Dorsey, Mr. Musk’s lawyers have also sent a subpoena to former Twitter employee Kayvon Beykpour, who was general manager of the company’s consumer business until May. Mr. Beykpour tweeted that he was asked to leave the company while he was on paternity leave. One of Mr. Musk’s counterclaims is that Twitter made firing decisions without his consent in violation of the merger agreement. Twitter has argued that making personnel changes is within its rights under the deal’s terms.

Mr. Musk has said in regulatory and court filings that he wanted out of the deal primarily because Twitter hadn’t provided the necessary data and information he needs to assess the prevalence of fake or spam accounts.

According to court filings, Mr. Musk’s lawyers appear to be looking for evidence to support counterclaims that Twitter is guilty of being dishonest about how it measures spam and fake accounts on its platform, including the number of monetizable daily active users that the company claims it has. Twitter has said for years that it estimates fewer than 5% of its monetizable daily active users are spam and fake accounts, a figure Mr. Musk has disputed.

Twitter rejects that assertion and argues that Mr. Musk hasn’t adhered to the deal terms, including violating a nondisclosure agreement and then bragging about it on Twitter.

Twitter also has alleged that Mr. Musk soured on the deal when markets turned and he lost significant personal wealth. Twitter has sent subpoenas to banks and investors seeking, among other things, documents and communications about Mr. Musk’s efforts to finance the takeover.

WSJ : Elon Musk’s Lawyers Seek Documents From Former Twitter Chief Jack Dorsey

Elon Musk’s Lawyers Seek Documents From Former Twitter Chief Jack Dorsey
Subpoena is first sign the social-media firm’s co-founder will be an official part of the legal fight over Tesla CEO’s $44 billion takeover deal

Elon Musk’s lawyers have sent a subpoena to Jack Dorsey, the first indication that Twitter Inc.’s TWTR -2.23% co-founder and former chief executive will be officially involved in the legal fight over Mr. Musk’s stalled $44 billion deal.

Mr. Musk is seeking documents from Mr. Dorsey relating to the effect of false or spam accounts on the social-media platform’s business. The Tesla Inc. TSLA -2.28% CEO is also seeking information about Twitter’s use of monetizable daily active users, or MDAUs, as an important metric and any other metrics the company might use to describe user or advertiser engagement.

Twitter sued Mr. Musk in July for attempting to abandon his takeover of the company. A five-day trial for the case is scheduled to start Oct. 17 in Delaware Chancery Court. Mr. Musk countersued earlier this month, accusing the company of fraud for allegedly misrepresenting the condition of the business and metrics about users on the platform

The subpoena sent to Mr. Dorsey, dated Aug. 19 and made public Monday, is one of dozens that have been issued by both parties in the case in recent weeks, including to members of Mr. Musk’s inner circle of Silicon Valley investors, friends and financial backers. It is particularly noteworthy given Mr. Dorsey’s former role at Twitter and the yearslong relationship between the two men.

“Elon is the singular solution I trust,” Mr. Dorsey tweeted on April 25, the day Twitter accepted Mr. Musk’s bid. “I trust his mission to extend the light of consciousness.”

A lawyer representing Mr. Dorsey didn’t immediately respond to a request for comment. Mr. Musk’s attorneys declined to comment. A spokesman for Twitter declined to comment.

Mr. Dorsey, who resigned from Twitter late last year under pressure from its board, was among those whispering in Mr. Musk’s ear that Twitter should be a private company, The Wall Street Journal reported in April.

The billionaires have been seemingly friendly for years, exchanging messages on Twitter on shared topics of interest such as cryptocurrency. In early 2020, while Mr. Dorsey was on stage at a Twitter all-hands event in Houston, he called Mr. Musk on FaceTime. Both men have stood out for running two tech companies at the same time. Mr. Dorsey was once simultaneously CEO of Twitter and payments company Block Inc., SQ -1.82% formerly known as Square. Mr. Musk is currently CEO of Tesla and Space Exploration Technologies Corp., or SpaceX.

After stepping down from the top job at Twitter in late 2021, Mr. Dorsey was openly critical of the company and its board of directors, many of whom he put in their roles. On Twitter he took a vague swipe at the board and seemingly endorsed criticism of a core feature of the platform that was instituted more than a decade earlier when he was chairman.

When Mr. Musk mocked Twitter’s top legal boss on April 28 on its own platform, prompting online attacks toward her from his followers, Mr. Dorsey didn’t take a public stand. At the time, current and former Twitter employees said Mr. Dorsey’s lack of public comment shocked them because in 2018 he committed to reducing abuse and harassment on the platform.

“We have witnessed abuse, harassment, troll armies, manipulation through bots and human-coordination, misinformation campaigns, and increasingly divisive echo chambers,” he tweeted that year.

Mr. Dorsey hasn’t publicly weighed in on the legal dispute between Mr. Musk and Twitter in a substantive way and hasn’t made a public statement about Mr. Musk’s prospective ownership or decision to abandon the deal since he tweeted his support in April.

According to Twitter’s 2022 proxy statement, Mr. Dorsey owns about 18 million shares in Twitter. At the agreed takeover price of $54.20, that would value his stake at roughly $1 billion.

The outcome of the nonjury trial in October will be decided by Chancellor Kathaleen McCormick, and her ruling could set a new standard for when buyers can or can’t walk away from deals.

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(ZH) Russian FSB Identifies Alleged Dugina Assassin

Russian FSB Identifies Alleged Dugina Assassin

By BlueApples
At the turn of the 20th century the delicate fabric of social order in Europe rested on a knife's edge. As imperial powers expanded their empires, it was only a matter of time before conflict between them would shatter peace in Europe. In that era, Russia found itself against Europe's most powerful empires, namely Austria-Hungary and Germany.
The fissure between those empires was cemented by the Bosnian Crisis of 1908 which saw Austria-Hungary annex Bosnia and Herzegovina by using Bulgaria's declaration of independence from the Ottoman Empire as an advantageous political catalyst given its destabilization of the Balkan region. Austria-Hungary's actions would provoke Russia to rise to the defense of its Slavic brethren situated in Serbia and Montenegro in a response that would forever alter how Russia would align itself among the continental powers of Europe. While a widespread conflict was averted by the amending the Treaty of Berlin, the political climate the Bosnian Crisis cast would light the fuse for the inevitable outbreak of WWI which was detonated with the assassination of Archduke Franz Ferdinand by Bosnian-Serb nationalist Gavrilo Princip.
As the war in Ukraine places Russia at familiar odds with the powers of Europe yet again, the precarious position of ostensibly unsustainable peace across the continent echoes on longer than a century following the First World War. The tension illustrates the axiom that nothing is new under the sun as the volatility of Europe in 2022 mirrors that in 1908. Russia's position against the European hegemony vested in NATO is analogous to its stance in support of the Slavic realm longer than a century ago. Now, following the assassination of Darya Dugina, this century may have found its own Franz Ferdinand.

The Russian Federal Security Service ("FSB") has claimed that the assassination of Dugina was committed by a covert operative of Ukraine. The FSB has identified Natalia Vovk as the alleged assassin. "As a result of a complex of urgent operational-search measures, the Federal Security Service has solved the murder of Russian journalist Darya Dugina, born in 1992," the FSB announced, going on to emphasize the culpibility of the Ukrainian government by stating that "the crime was prepared and committed by the Ukrainian special services[.]"
According to the FSB's investigation, Vovk entered Russia in July before situating herself in the same apartment building that Dugina resided in. Vovk would then follow Dugina to the festival in which the explosive device that led to her death was planted. Vovk, who was accompanied by her 12-year old daughter, fled to Estonia following the assassination, according to Russian intelligence. Following her identification, Russian law enforcement agencies declared their intent to seek her extradition.
FSB alleges that Ukrainian spy Natalia Vovk assassinated Darya Dugina.
Following Dugina's assassination, Ukraine was naturally implicated as being behind the murder given her father's significant, albeit enigmatic, reputation as one of Vladimir Putin's most influential ideologues. Kiev urgently washed its hands of any involvement as advisor Mykhailo Podolyak stated “Ukraine, of course, has nothing to do with yesterday’s explosion[.]” Although Ukrainian officials denied any involvement in the attack, President Volodymyr Zelensky warned of his anticipation that Dugina's murder would inextricably result in the intensification Russia's military campaign.
Given the reports of Vovk's escape to Estonia, the location of the alleged assassin places Russia in a conflict against a NATO member state even more directly than the proxy war in Ukraine has. In 2016, the European Court of Justice set precedent which would justify any extradition request for Vovk by Russia. The case law that set that standard occurred when the court found that any member state of the European Union is obligated to accommodate an extradition request of any third-party non-member state even if the subject of the request is not a citizen of the EU nation itself. This decision followed a case in which Russia requested to have Estonian national Aleksei Petruhhin extradited from Latvia for drug trafficking offenses.
The legal framework set by the European Court of Justice will place Estonia in a crucible if Vovk has indeed found safe haven in the Baltic state. In addition to joining the EU in 2004, Estonia joined NATO that same year. The potential conflict arising between Estonia and the Russian Federation has the potential to trigger Article 5 of the NATO Charter which puts forth a collective defense clause meaning that any military engagement with a NATO member state constitutes action taken against the entire trans-Atlantic body whether it occurs as far east as Tallinn or as far west as Hawai'i.
Article 5 has been constantly dangled before Russia as a Sword of Damicles of sorts designed to dissuade any escalation of the Ukrainian conflict. The veiled threat was most recently invoked in response to Russian attack on Zaporizhzhia Nuclear Power Plant and increased military incursions by Ukrainian military forces into Crimea. “Any deliberate damage causing potential radiation leak to a Ukrainian nuclear reactor would be a breach of NATO’s Article 5,” said UK MP Tobias Ellwood. His sentiments were echoed by US Congressman Adam Kinzinger (R - IL) who followed Ellwood's declaration by stating “This really isn’t even up for debate; any leak will kill people in NATO countries, that’s an automatic article 5[.]" just hours before Dugina's assassination.
While Article 5 of the NATO Charter has been used to threaten Russia from intensifying any aggression, the officials who have constantly cited the collective defense policy have done so under the pretense of preventing any further aggression. The assassination of Darya Dugina is a drastically different circumstance as Russia will surely perceive any potential action it takes to have Vovk extradited from Estonia as entirely justified and as a response to the murder, not an offensive attack against a NATO member state. As the manhunt for Vovk ensures, Europe again finds itself in the political crucible that enveloped the continent following Gravrilo Princip's assassination of Archduke Franz Ferdinand. However, in this historical iteration, it is the European central powers who find themselves in a position of being the aggressor that could provoke a catastrophic conflict with Russia