Twitter pursues legal action to ensure Elon Musk seals $44B deal


Twitter Board Chairman Bret Taylor announced that the social media company would pursue legal action to ensure Elon Musk seals his $44 billion deal. Last week, Musk submitted a SEC filing, terminating his merger agreement with Twitter.  

Inside sources told Reuters that Twitter plans to file a lawsuit this week in Delaware. Twitter hired Wachtell, Lipton, Rosen & Katz LLP to represent the company. The social media company intends to force Musk to complete the merger through legal action. 

Wachtell, Lipton, Rosen & Katz is the legal firm Musk turned to when he tweeted plans to take Tesla private in 2018. Currently, Tesla is in the midst of building a “hardcore litigation department.”

The Twitter Board is committed to closing the transaction on the price and terms agreed upon with Mr. Musk and plans to pursue legal action to enforce the merger agreement. We are confident we will prevail in the Delaware Court of Chancery.

— Bret Taylor (@btaylor) July 8, 2022

Last week, Musk submitted a SEC filing outlining the reasons for terminating his Twitter takeover. Before the filing was made public, people familiar noted that Twitter’s figures on spam accounts and bot data could not be verified, putting the deal in peril. 

According to Musk’s recent SEC filing, Twitter has failed to provide helpful information about the company’s inner workings, specifically concerning spam and fake accounts. The information Twitter has provided was incomplete.

“While Twitter has provided some information, that information has come with strings attached, use limitations or other artificial formatting features, which has rendered some of the information minimally useful to Mr. Musk and his advisors,” claimed Mike Ringler from Skadden, Arps, Slate, Meagher & Flom LLP, who wrote a letter attached to Elon Musk’s SEC filing.

In the letter, Elon Musk’s team enumerates the instances Twitter failed to provide data or information. All of the claims are listed below. 

  1. Information related to Twitter’s process for auditing the inclusion of spam and fake accounts.
  2. Information related to Twitter’s process for identifying and suspending spam and fake accounts.
  3. Daily measures of mDAU for the past eight (8) quarters
  4. Board materials related to Twitter’s mDAU calculations
  5. Materials related to Twitter’s financial condition.

“In short, Twitter has not provided information that Mr. Musk has requested for nearly two months, notwithstanding his repeated, detailed clarifications intended to simplify Twitter’s identification, collection, and disclosure of the most relevant information sought in Mr. Musk’s original requests,” wrote Ringler.

Read Elon Musk’s full SEC letter, here.

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Twitter pursues legal action to ensure Elon Musk seals $44B deal


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