Truth Social Dealing With Fallout Of Trump Conviction After Clause From Merger Agreement

  • 3 months ago
Forbes reporter Zach Everson joins "Forbes Newsroom" to discuss how Truth Social planned for his conviction before he was even charged.

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Transcript
00:00Big news out of New York City. Last week former President Donald Trump was
00:05convicted on all 34 felony counts of falsifying business records. But you had
00:10an interesting take for Forbes. You've reported this that Trump's social media
00:15business planned for his conviction before he was even charged. So take us to
00:20the planning. When did that start and what did that look like? The earliest
00:25that we saw it publicly was back in October 21, I believe, with the merger
00:31agreement between Digital World Acquisition Corp, which was the SPAC, that
00:35merged with Trump Media Technology Group, which is the parent company of
00:39True Social. And they had a couple clauses in there that were very
00:43interesting and not typical boilerplate in these merger agreements. They had
00:49announced that there would be, they had said there were going to be two possible
00:52material disruptive events that they identified. One of them would be Trump
00:56running for, announcing he would run for public office. And the other would be Trump being
01:00convicted of a felony. And now the company is dealing with both of those
01:04material disruptive events. So the company is dealing with both of these. I
01:09know, I'm not sure about your contract, but in mine that does not have that type
01:13of clause. So you're saying this isn't normal for a business to have? No, I'm
01:18going to go reread mine. I don't anticipate any felony convictions for
01:22myself coming through anytime soon, but I probably should check that out. But
01:26yeah, yeah. So I spoke with three experts in IPOs and SPACs, and they said, yeah,
01:31this is not common language to rule this out for a felony. I mean, obviously, the
01:35presidential carve out was something explicitly for Trump. But they said the
01:39same thing with the felony conviction, that that is not something you would
01:43typically find in these documents. So what did the contingency plan say if
01:48these material disruptive events happened, like Trump is convicted of a
01:52felony, like if he announced he was running for office because both are
01:56happening simultaneously?
01:59Right. Well, the phrase they use to quote is the company's principal
02:02ownership and position in the company, excuse me, the company principles
02:05ownership and position in the company shall be structured in such a way as to
02:09eliminate the need for restructuring of ownership or changes in position where
02:13material disruptive event to occur. That is the extent. There are no details at
02:17all about that. So if you're an investor, I'm not sure what you're supposed to
02:19make out of this. What it appears that meant, though, in hindsight, is that they
02:24have minimized Trump's role in the company beyond owning about 65 percent of
02:29it. He's not an executive with the company. He's not even on the board of
02:33directors. So the experts that I reached out to said that, yeah, this this it's
02:38his conviction is not really going to disrupt the company.
02:41So can you talk about since he isn't the CEO or on the board of directors, who is
02:46and how does his status as a convicted felon impact them?
02:52Well, if you can't get Donald Trump on the board of directors, what's the next
02:56best thing? Donald Trump, Jr., he is on the board of directors, as are three
03:01former Trump administration officials, Kash Patel, Robert Lighthizer and Linda
03:06McMahon. And Devin Nunez, the former Republican congressman from California,
03:11who I believe sued a account over a fictional cow. He is currently the CEO.
03:17So you've certainly got some Trump loyalists who are in charge of this
03:20company. So where he's not directly doesn't have those roles directly, no
03:24doubt he has some sway over the people who do.

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