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Why Elon Musk Can’t Back Out of Buying Twitter, According to Twitter

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and Proceedings on page 62 Twitter, filed Tuesday, accused Elon Musk of violating a deal to buy a social media company for $ 44 billion. Mr. Musk, the wealthiest person in the world, quoted a number of fake Twitter accounts, did not provide him with enough information on this issue, accused the company of pretending to be himself, and acquired it. I tried to cancel.

In a proceeding, Twitter tried to prove that he had the right to sue him and close the deal, showing that Mr. Musk’s allegations had no merit. Instead, the company said it was Mr. Musk who violated the agreement. Twitter generously called his escape strategy a “hypocrisy model” and a “malicious model.” It confirmed the argument with numerous tweets from millionaires.

Here are the main points Twitter has taken to show that Twitter did not violate the transaction, and that Mr. Musk did.

Contrary to Mr. Musk’s allegations that Twitter blocked efforts to address information about spam accounts, the company said it provided him with data in a lawsuit. When Mr. Musk asked for information, the company respected some of his requests, such as the so-called handing over of fire hoses and the mass of tweets.

But even so, Twitter said in the proceedings that Mr. Musk’s request for information became increasingly unreasonable.

According to the proceedings, “from the beginning, the defendant’s request for information was designed to attempt to thwart the transaction.” “Mask’s increasingly eccentric demands reflect a proceeding-led campaign to create a record of Twitter’s non-cooperation, rather than a true investigation into Twitter’s process.”

Musk argues that Twitter’s public information that about 5% of users are bots is virtually misleading and constitutes a “significant negative impact” under trading terms. The contract between Mr. Musk and Twitter requires accurate regulatory disclosures from January onwards.

But Twitter said the submission to the regulator warned that the numbers were estimates. (Twitter CEO Parag Agrawal outlines how the company can detect and fight spambots.) Twitter is also one of the reasons Musk wanted to buy Twitter because of the existence of bots. Said it was a department.

Musk said another reason he wanted to withdraw the acquisition was that Twitter wasn’t running as expected while the acquisition was complete. In particular, Mr. Musk said Twitter delayed hiring and didn’t raise his head to him before recently dismissing two executives.

But Twitter said in a lawsuit that the slowdown in hiring was in line with what Mr. Musk wanted from the company. The company notified Mr. Musk’s lawyer of the decision to dismiss the two executives, adding that he “did not object.” The proceedings did not state when Mr. Musk’s lawyer was informed of those decisions.

Under the terms of the agreement, Mr. Musk must use “reasonable best efforts” to close the deal, including securing a debt loan for a $ 44 billion purchase. ..

However, Twitter said in a proceeding that Mr. Musk seemed to have abandoned his efforts to complete the debt loan in breach of the agreement. In addition, the company said Twitter executives, including Chief Financial Officer Ned Segal, disappeared when they discussed numbers on spam accounts that Mr. Musk claimed to be concerned about.

According to the proceedings, Mr. Musk also appeared to drive away executives who worked to help him sign the deal, such as former Intel CEO Bob Swan. “We’re not at the same wavelength, so he asked Swan to stop the transaction,” Musk told Twitter on June 23.

The contract also states that Mr. Musk cannot despise Twitter or his employees by tweeting. Still, he did so many times, Twitter insisted in breach of the agreement.

The proceedings included a screenshot of Mr. Musk’s tweet, including one that a Twitter lawyer said he had informed him that he had violated the confidentiality agreement. In another example, Musk used the Pile of Poo emblem in response to a tweet from Agrawal. In addition, Twitter pointed out Mr. Musk’s comments on Twitter and at meetings, publicly questioning the credibility of Twitter’s disclosure of spam accounts.

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