Buyer beware, warns Trump Media and Technology Group as it plans to go public via a merger with Digital World Acquisition Corp. in a SPAC deal.
In the S-4 document filed May 16 with the Securities and Exchange Commission, TMTG notes that “a number of companies that were associated with President Trump have filed for bankruptcies” and there can be no assurances that TMTG will not go down that same path to financial ruin.
The document presents the “dishonor roll.”
Entities associated with President Trump have filed for bankruptcy protection. The Trump Taj Mahal, which was built and owned by President Trump, filed for Chapter 11 bankruptcy in 1991. The Trump Plaza, the Trump Castle, and the Plaza Hotel, all owned by President Trump at the time, filed for Chapter 11 bankruptcy in 1992. THCR, which was founded by President Trump in 1995, filed for Chapter 11 bankruptcy in 2004. Trump Entertainment Resorts, Inc., the new name given to Trump Hotels & Casino Resorts after its 2004 bankruptcy, declared bankruptcy in 2009.
While all of the foregoing were in different businesses than TMTG, there can be no guarantee that TMTG’s performance will exceed the performance of those entities, according to the S-4.
And then there are the deals that flopped. Here’s the S-4 scoreboard.
- The Trump Shuttle, which launched in 1989 defaulted in 1990 and ceased to exist in 1992.
- Trump University, founded in 2005, ceased operations in 2011 under a pile of lawsuits and investigations into its business practices.
- Trump Vodka, which was produced by Drinks America, was introduced in 2005 and discontinued in 2011.
- Trump Mortgage, LLC, a financial services company founded by Trump in 2006, ceased operations in 2007.
- GoTrump.com, a travel site founded by Trump in 2006, ceased operations in 2007.
- Trump Steaks, a brand of steak and other meats founded by Trump in 2007, discontinued sales two months after its launch.
There’s always the danger that Trump may get bored with Truth Social and opt for greener social media pastures such as Twitter.
The license agreement does not require him to use Truth Social in certain circumstances and could require TMTG to make payments to Trump for content on TMTG+.
Trump is "generally obligated" to make any social media post on TruthSocial and may not make the same post on another social media site for six hours, according to the S-4. Thereafter, he is free to post on any site to which he has access.
“Thus, TMTG has limited time to benefit from his posts and followers may not find it compelling to use TruthSocial to read his posts that quickly. In addition, he may make a post from a personal account related to political messaging, political fundraising or get-out-the-vote efforts on any social media site at any time.”
During the 2016 campaign, Trump said: “I could stand in the middle of 5th Avenue and shoot somebody and I wouldn’t lose voters."
According to the S-4, Trump could go trigger-happy and TMTG would have little recourse.
That’s because TMTG has entered into a license agreement with Trump wherein neither his personal nor political conduct—even if such conduct could negatively reflect on TMTG’s reputation or brand or be considered offensive, dishonest, illegal, immoral, or unethical, or otherwise harmful to TMTG’s brand or reputation—shall be considered a breach of the license agreement.
TMTG "expressly acknowledges the controversial nature of being associated with Trump and the possibility of any associated controversies affecting TMTG adversely".
In the event the merger goes through, Trump will control 46.8 percent of the voting power of the company.
TMTG also may be challenged by the fact that many Americans view Trump’s brand as toxic.
The S-4 cites a survey from The Hill that found only 30% of people surveyed would use a social media site associated with Trump.
A congressional committee is investigating Trump’s role, if any, in violence at the United States Capitol on January 6, 2021.
Two groups of U.S. Capitol Police officers, in two separate lawsuits, have sued Trump for allegedly inciting riots on that date. Congressmen Bennie Thompson and Eric Swalwell have, separately, also sued Trump for allegedly inciting riots at the Capitol—and Swalwell has further claimed emotional distress, the S-4 notes.
There are interesting days ahead for TMTG. Hope things work out for its investors. Too bad Trump Vodka isn't around anymore.
May 17, 2022, by Bill Huey, Strategic Communications
What an extraordinarily forthcoming document! Although the words, "fraud," "hype," "conspiracy to commit," and "indictment" are omitted from the "Frequently Used Terms" section, this might be the most honest representation Trump has ever made in his life.
I wonder if Trump has seen a copy, or had to sign off on it.