Twenty years ago, Wes Moss and Andy Litinsky met Donald J. Trump as contestants on his reality TV show, “The Apprentice” — a connection that led them to help launch the former president’s social media platform, Truth Social, with his blessing.

Now, they might as well be starring in an episode of “Family Feud.”

For weeks, Mr. Moss and Mr. Litinsky have been fighting with Trump Media & Technology Group, the parent company of Truth Social, over their roughly 8 percent stake in the company. In February, they sued the company, claiming that Trump Media — which made its trading debut last month at an $8 billion valuation — was trying to deprive them of the full value of their shares. Now they also claim the company is trying to prevent them from selling those shares.

In a separate lawsuit that followed, Trump Media claimed that Mr. Moss and Mr. Litinsky should forfeit their shares because their poor decision-making had contributed to a yearslong delay in its merger with Digital World Acquisition Corporation. Trump Media agreed to merge with Digital World, a cash-rich shell company, in 2021 as a way to go public, but the deal closed only in March.

The pair’s stake is worth more than $220 million based on the current $26 share price of Trump Media, compared with $2 billion for Mr. Trump. Overall, the stock has fallen about 62 percent from where it began trading on March 26.

The litigation provides a portrait of some of the chaos that has bedeviled Trump Media since its inception. The lawsuits are also a distraction for the fledgling company, which is struggling to show that it is a viable business rather than a money-losing entity whose value is derived solely from Mr. Trump’s presence on its flagship platform. On Tuesday, the company announced plans to launch a streaming video service to draw in more users.

Mr. Moss, now an Atlanta financial planner and radio host, and Mr. Litinsky, a conservative media personality, met Mr. Trump during the second season of “The Apprentice,” which ran for 15 episodes in 2004. Mr. Trump “fired” the two men in Weeks 11 and 12. Mr. Litinsky would later take a job as president of Mr. Trump’s television production company.

Just weeks after Mr. Trump left the White House in early 2021, Mr. Moss and Mr. Litinsky pitched him on creating a social media company. They came up with the idea after Twitter, now X, and other social media platforms barred Mr. Trump in the aftermath of the Jan. 6 riot at the U.S. Capitol.

The two men convinced him that if he started his own company, he wouldn’t have to worry about being censored and his supporters would follow him to the new platform. Mr. Trump was intrigued enough to lend his name to the effort in exchange for a majority stake in the company. He didn’t invest any of his own money.

The parties drew up an agreement that authorized United Atlantic Ventures, a company set up by Mr. Moss and Mr. Litinsky, to put the plan in motion. In return, they were promised an equity stake in Trump Media.

Mr. Moss and Mr. Litinsky, who were on Trump Media’s board, were instrumental in negotiating the October 2021 merger agreement with Digital World, a special purpose acquisition company, or SPAC, that had raised $300 million in an initial public offering. SPACs raise money in an I.P.O. in order to buy an existing company like Trump Media, allowing the operating business to go public.

In February 2022, Truth Social made its debut, quickly becoming the former president’s main online megaphone.

Things soon began to go south, not long after Mr. Trump appointed Devin Nunes, the former Republican congressman from California, as Trump Media’s chief executive. By that summer, Mr. Moss had resigned from the company’s board; Mr. Litinsky had done so earlier.

In their lawsuit, filed in Delaware Chancery Court, the two men claimed that their relationship with Trump Media had soured after Mr. Litinsky refused Mr. Trump’s request to give some shares to his wife, Melania, long before the company began to trade.

Trump Media has claimed in its lawsuit, filed in March in Florida state court, that Mr. Moss and Mr. Litinsky “failed spectacularly at every turn.” The suit blamed the men for the poor rollout of Truth Social, which was marred by technical glitches that Trump Media said had generated “hostile” press coverage. Trump Media also said some of the actions of Mr. Moss and Mr. Litinsky had contributed to an investigation by the Securities and Exchange Commission that delayed the merger.

Christopher Clark, a lawyer for United Atlantic, said Trump Media’s lawsuit against his clients was “meritless.” He said that if Trump Media had any claims against his clients, it should bring them before the Delaware court rather than in a separate lawsuit in Florida.

This month, the judge in the Delaware proceeding, Vice Chancellor Sam Glasscock III, questioned the rationale for filing a suit in Florida, saying he was “dumbfounded.”

Samuel Salario, a lawyer for Trump Media, said that the company’s “complaint speaks for itself,” and that Trump Media would prevail in court.

In their lawsuit, Mr. Moss and Mr. Litinsky claimed their right to 8 percent of Trump Media’s shares and the ability to sell them immediately. They alleged that Trump Media had unfairly barred their company, United Atlantic, from selling any shares for six months, just as the merger with Digital World was being completed. The timing of the action was punitive and “retaliatory,” Mr. Moss and Mr. Litinsky alleged.

Trump Media has argued that the lockup is consistent with how other large shareholders are being treated and that, in any event, the two men forfeited their rights to those shares. The six-month lockup imposed on United Atlantic is similar to a share-selling restriction that also applies to Mr. Trump and investors who backed Digital World before the SPAC went public in 2021.

Legal experts said it was not unusual for founders of a company that went public to become embroiled in a battle over who should get the most shares.

“It’s all about dividing the pie but not about the fate of the pie itself,” said Usha Rodrigues, a professor of corporate law at the University of Georgia School of Law. “Donald Trump is still going to be in control. It’s just about sorting out the pieces.”

Mr. Moss and Mr. Litinsky aren’t the only ones fighting in court over their equity stake.

Patrick Orlando, the former chief executive of Digital World, is also suing to get more shares of Trump Media, claiming the SPAC’s board wrongly cast him aside a year before the merger was completed.

Mr. Orlando was pushed out in the middle of the S.E.C. investigation, in which regulators said early merger negotiations between Digital World and Trump Media had violated federal securities laws. The S.E.C. did not charge him with any wrongdoing, and Digital World eventually reached an $18 million settlement with regulators.

Mr. Orlando and his lawyers did not respond to requests for comment.

In claiming that Mr. Moss and Mr. Litinsky’s actions contributed to the regulatory investigation, the Trump Media lawsuit said the two men were apprehensive of how Mr. Orlando was conducting the merger talks but continued to negotiate with him anyway.

The suit noted that after one meeting with Mr. Orlando in April 2021, Mr. Litinsky wrote in his notes: “I get scared, is he wearing a wire?”

Adblock test (Why?)

Source link

[unable to retrieve full-text content]

Opinion | How to Regulate Social Media Without Hurting Free Speech  POLITICO



Source link

In a time when the headlines are dominated by wars and a divisive presidential campaign, the magazine-world rivalry between The Atlantic and The New Yorker doesn’t amount to much.

So you might have missed it when, on April 2, The Atlantic beat The New Yorker in three big categories at the 2024 National Magazine Awards.

But to Rusty Foster, who chronicles the media industry and internet culture in his daily newsletter, Today in Tabs, The Atlantic’s victory was big news.

Shortly after the awards ceremony, which took place at Terminal 5 in Manhattan, Mr. Foster tapped out a fanciful report for his audience of media obsessives. Under the headline “Shutout at the TK Corral,” he wrote that David Remnick, the editor of The New Yorker, “solemnly folded up and ate each of his prepared speeches as he watched The Atlantic win every category.”

Mr. Foster then turned his attention to Anna Wintour, the editorial director of Condé Nast, the publishing giant that owns The New Yorker, Vogue and other publications, writing that she “donned an emergency second pair of sunglasses” in reaction to the company’s poor showing.

A surprising thing about Today in Tabs — which has a knowing, satirical tone that has made it an enduring hit among media insiders — is that Mr. Foster writes it from the bucolic setting of Peaks Island, Maine, which is where he was when the National Magazines Awards ceremony took place.

He says he finds New York’s nonstop noise and crowds tiring, and his most recent visit to the city was last May, when he and the youngest of his three children stayed at a Times Square hotel and saw “Harry Potter and the Cursed Child” on Broadway.

One of his friends, Paul Ford, a writer, editor and tech entrepreneur, noted that Mr. Foster, the person, seems to have little in common with the media chronicler of Today in Tabs. “He’s a very New England guy,” Mr. Ford said. “When you meet this guy, if he told you he’s going to make a wooden canoe, you’d go, ‘Alright.’”

A Peaks Islander

Mr. Foster, 47, started Today in Tabs in 2013, when the industry he covers with a mix of affection and scorn was going through a crisis brought on, in part, by the rise of digital technology.

The news media business is in even worse shape now. The Los Angeles Times recently announced that it would slash its newsroom by more than 20 percent, Sports Illustrated has been gutted, and more than 400 union staffers at Condé Nast walked off the job this year after the company announced it planned a layoff. Vice, a onetime colossus of digital media, has filed for bankruptcy; and Gawker and The Awl, a pair of online publications that had an influence on Today in Tabs, are gone.

Amid the economic gloom, Mr. Foster has what many media outlets crave: a devoted readership willing to pay for content.

Around 10 percent of his 36,000 subscribers are paying readers, he said, who fork over $6 per month or $50 per year. That’s not quite three-bedrooms-in-Cobble-Hill money, but it allows Mr. Foster to make a living in media at a time when many veteran journalists are struggling to find jobs.

From the start, he has written Today in Tabs from Peaks Island, a nearly one-square-mile patch of rocky land in Casco Bay. Reachable only by ferryboat, it has roughly 900 full-time residents. Aside from a few homey dining establishments (including Milly’s Seaside Skillet Kitchen and the Cockeyed Gull Restaurant) and a basic supermarket, there’s not much commerce to speak of.

The locals have an independent character. Many live in weather-beaten cottages and drive junker cars that don’t require a state inspection sticker if kept on-island. Since the 1880s, Peaks Islanders have mounted six unsuccessful campaigns to secede from Portland, which is three miles away and governs the island.

On a cool, breezy morning, Mr. Foster led me from the ferry to his 2001 Chevy Suburban, which he had converted to an “overlander” vehicle to take his family on road trips to Yellowstone National Park and other sites. The interior had built-in beds. The roof held two elongated water storage tanks.

He didn’t say much during the short drive. The pavement gave way to a dirt road, and he came to a stop in front of a modest two-story fixer-upper built in the early 1900s.

In the back yard, Mr. Foster’s island car, a Jeep Liberty, was up on jacks. Nearby was a chicken coop he had built for the flock of laying hens his family kept when the kids were little.

Inside, he sat at the kitchen table and unwrapped a croissant that I had brought along from Portland. As his Rhodesian Ridgeback, Sam, shuffled underfoot for crumbs, he spoke in quiet tones about growing up in Massachusetts and spending happy childhood summers on Peaks Island, where his grandparents had a cottage.

At the College of William & Mary, in Williamsburg, Va., he was all set to major in film studies, only to drop out during his senior year. While there, he met Christina Fischer, a history major. They married and moved to San Francisco in 2000. Mr. Foster worked as a programmer for an internet startup in the waning days of the dot-com bubble, but he didn’t care for the city or the tech scene, and the couple made the move to Peaks Island in 2001.

“A lot of things happened in a very short period of time — and then we moved here, and nothing happened,” Mr. Foster said with a laugh.

He recalled his first brush with the internet in the late 1980s, when his father, who worked as a franchise developer for Dunkin’ Donuts, signed up for CompuServe, one of the first online services. Mr. Foster learned to type on its chat function, CB Simulator. For a self-described shy, nerdy teenager, the ability to meet people online was revelatory.

“What I discovered was that writing is the easiest way for me to talk to people,” he said. “And it’s the way I feel the most that I’m expressing myself.”

Mr. Foster is something of a Zelig-like figure in internet history, popping up in key roles at various stages in the web’s development. He was an influencer long before that was even a thing. A group blog he created in 1999, Kuro5hin (motto: “Technology and Culture, from the Trenches”), was one of the first sites that allowed users to post comments and create their own blog pages.

Kuro5hin became a gathering place for early adopters and — along with Slashdot and Wikipedia — helped shape the open-source culture of the early internet. Mr. Foster, then known as “Rusty from Kuro5hin,” made plenty of friends online as he built a career as a freelance programmer.

He was an early shareholder in Sports Blog Nation, the precursor to Vox Media. In 2013, he was hired by Stephen Colbert and the comedy writer Rob Dubbin to help develop Scripto, a scriptwriting software used by “The Colbert Report” and “The Daily Show.” Now and then, those jobs took him to New York. But even in his coding days, Mr. Foster found that he got along better with journalists than tech people.

“There aren’t a lot of tech leaders that I find interesting,” he said in his kitchen. “I’m a language person. Media people come from words. I like their approach to the world. They have skeptical curiosity.”

He started Today in Tabs almost on a whim, thanks to the encouragement of Caitlin Kelly, who was then a senior web producer for The New Yorker. (The newsletter’s keyword, “tabs,” is internet shorthand for browser windows as well as slang for the latest articles and memes that people were getting worked up about online.) Mr. Foster laid out the Today in Tabs origin story in a 2021 edition of his newsletter.

“One day in 2013, underemployed and wasting time on Twitter, I tweeted ‘Today in Tabs,’” he wrote. In reply, Ms. Kelly tweeted, “wait is this a e-newsletter I can subscribe to?”

Mr. Foster continued: “‘A e-newsletter?’ I thought, in the amusing old-timey patois of 2013, ‘Why ever not?’ So that afternoon I sent the first Today in Tabs to 25 subscribers, beginning with this NY Post story about love and misogyny and sandwiches.”

Soon enough, he was tracking “the insidery squabbles and hate reads and high-minded-if-fleeting-feuds” in the media world, as The New York Observer put it in a 2014 profile. Today in Tabs quickly became a favorite of the web-savvy journalists who worked at Buzzfeed, Vox and other digital outlets.

Mr. Foster shut it down in 2016 because his job at Scripto demanded too much of his time. By 2021, he was back up and posting, first on Substack and then on the publishing platform Beehiiv. Restarting Today in Tabs, he said, was his attempt to leave programming behind and make a living as a writer.

Though he has written for The New Yorker, The Awl and other publications, Mr. Foster has never held a staff position as a journalist. And although he now makes his living tracking the media, he said he still thought of it as a hobby — “and it’s a weird hobby to have.”

Some people golf or sport-fish. Mr. Foster likes immersing himself in burn reviews of the new essay collection by Lauren Oyler and going down the rabbit holes of the Kate Middleton saga. In other words, putting together a newsletter about the media and online life comes naturally to him.

“It’s not a job so much as a thing my brain does,” he said. “If I read a certain amount of content every day, then my brain will produce 800 words about it. As long as I can sit and write that down, I’m good.”

Deadline Days

Unlike other industry newsletters, Today in Tabs, which is published four or five days a week, does not deliver scoops or exclusive interviews with boldface names. Billed as “your favorite newsletter’s favorite newsletter,” it is an 800-word snapshot of what people (mostly journalists) are talking about in the moment.

What readers are really paying for is Mr. Foster’s sensibility.

He writes in a cynical but still bright-eyed, quirkily punctuated, jokey style — internet voice — that will be recognizable to anyone who remembers Gawker, The Awl or, further back, Suck.com.

Matt Levine, an opinion columnist for Bloomberg, called Mr. Foster “a tremendous stylist,” adding that Today in Tabs was an inspiration for his own newsletter, Money Stuff. “I’m on the internet all day, on Twitter all day, and it’s this shared psychosis,” Mr. Levine said. “Rusty captures the nonsense of the day but in a stylistic way that makes it seem like literature.”

Elizabeth Lopatto, a senior writer for the Verge, says Mr. Foster’s appeal lies in his geographic and psychic remove from what he writes about. “As much as I love media reporters, there’s something to be said for that outside perspective,” Ms. Lopatto said.

“People read to have fun,” she added. “I get the sense that Rusty is writing that newsletter trying to make himself laugh.”

Though a creature of the internet, Mr. Foster is not unlike an old-school newspaper reporter in his adherence to a daily deadline.

Mr. Foster’s wife works as a data systems specialist for the Maine Coalition to End Domestic Violence, a nonprofit, working from home or in Augusta. His three children, Mica, 19, Calvin, 16, and Ash, 11, are all in school. That leaves him padding around the house for much of the day.

He gets up around 8 a.m. and moseys down to the kitchen to make coffee. He takes a mug upstairs and gets back in bed, where he sits with his laptop, catching up on what’s happening online. If something piques his interest, he bookmarks it in a file.

“That’s my notebook,” Mr. Foster said. “It’s really just a list of links. And hopefully I remember why I bookmarked it.”

He checks in with a Slack channel that includes reporter friends who give him a sense of what journalists are talking about. A group of Today in Tabs enthusiasts on the social media platform Discord drop off more links — in effect, they are Mr. Foster’s volunteer stringers.

He makes lunch and takes Sam for a walk down the dirt road. He aims to start writing by 1 p.m. and to post by 4 or 5. If he hasn’t gotten going in earnest by 3, panic sets in.

He writes at a small desk in his bedroom. On the wall is a plaque he had made that says: “Rusty Foster, Weird Media Gremlin.”

Tabs is structured like a late-night talk show, starting with a monologue that allows Mr. Foster to riff on a trending topic at length. One day in February, his opening subject was the financier Bill Ackman, whose public fight against his alma mater, Harvard, had made him the subject of several articles, a phenomenon Mr. Foster dubbed “the Ackmanaissance.” Mr. Foster wrote that a Washington Post profile of Mr. Ackman made him seem like “an overconfident dimwit”; from there, he dove into a New York magazine piece on the man to come up with “the eight best New York Magazine roasts of Bill Ackman that he won’t understand.”

The Today in Tabs opener is followed by a middle section of rapid-fire links to articles and news items, many of them written in insidery lingo. Here, Mr. Foster might also reveal his pet causes and pet peeves (One hyperlink reads: “Molly White On Chris Dixon’s Dumb Crypto Book”). Each installment of the newsletter ends with a musical guest — or, rather, an embedded song video, usually by an indie band.

His fellow Peaks Islanders have little idea what he does for a living or that in certain circles he is known as “Rusty from Tabs.” He has not been profiled in The Portland Press Herald or The Peaks Island News. He tells people who ask that he’s a writer. When they ask him what he writes about, he struggles to explain what it is that a weird media gremlin does.

“I usually tell them, ‘I make jokes about the news,’” he said.

For someone who has been online 35 years, Mr. Foster retains a remarkable ability to disconnect from the machine. He’s an engaged parent, as well as an avid kayaker and hiker. He also belongs to a wilderness search-and-rescue team that does summer shifts in Baxter State Park, in northern Maine. On weekends, he mostly stays off the internet.

“I compartmentalize a lot,” he said. “I try to be doing the thing that I’m doing when I’m doing it.”

His readers will soon have to match his ability to manage an online obsession. Starting July 2, Mr. Foster is taking a break from Today in Tabs to hike the Appalachian Trail with his oldest child, who is set to graduate from college in May and move overseas in the fall.

In addition to a good pair of trail runners and a waterproof tent, Mr. Foster plans to pack a six-ounce folding keyboard and his smartphone for the 2,200-mile journey. As he has already informed his subscribers, he will start a new newsletter called Today on Trail. More than 2,000 people have signed up to pay Mr. Foster a to-be-determined fee for his “chronicle of what happens in my brain on a five-month hike.”

As he spoke further of his planned hiatus from Today in Tabs, he considered what it would be like to spend several months without a Wi-Fi signal, a prospect that might strike terror, and perhaps a bit of envy, into his readers.

“I was like, What if I got offline a little bit to see what’s in my own head?” Mr. Foster said. “It’s been about three and a half years of doing Tabs consistently. I wonder if there’s something else for me to discover that I could write, if I were not constantly living in that information-soaked environment.”

Adblock test (Why?)

Source link