Twitter has asked a Delaware court to force Elon Musk to comply with his $ 44 billion deal to buy the company, setting the stage for a high-risk legal battle between the billionaire businessman and the platform. Social Networks.
The Silicon Valley company filed the lawsuit in Delaware chancellery court Tuesday, just days after Musk announced last week that it planned to terminate the deal, alleging that Twitter had breached the merger agreement in not sharing enough information about fake accounts.
In the vigorously worded complaint, Twitter attorneys said Musk’s claims were “pretexts and have no merit.” They argued that Tesla’s chief executive was trying to withdraw from the deal instead of “bearing the cost” of the fall in technology stocks.
“After putting on a public show to put Twitter into play, and having proposed and signed a seller-friendly merger agreement, Musk believes that, unlike all other parties subject to Delaware contract law , is free to change its mind, leave the rubbish. company, interrupt its operations, destroy the value of shareholders and leave, “the complaint said.
The complaint also accused Musk of “a long list of material breaches of contract.” . . which have affected Twitter and its business, ”including the suspension of the agreement“ pending the satisfaction of imaginary conditions, ”non-compliance with funding obligations, and misuse of confidential information.
The lawsuit contained images from numerous tweets in which Musk appeared to incite Twitter and its leadership, which his lawyers alleged violated the agreement’s obligation not to disparage the company.
The move sets the stage for a messy legal fight between Twitter and one of its most prolific and powerful users. The company’s lawyers have asked the court to speed up a trial for September.
The lawsuit reveals how the deal between Twitter and Musk unfolded, beginning with the 9.1 percent stake it built “in secret” in March.
He said Musk told Parag Agrawal, Twitter CEO and chairman of the board, Bret Taylor, that he had three options in mind: join the company’s board, take over the business, or start a competitor.
Musk was offered, and accepted, a seat on the board, but days later he changed his mind and made an unsolicited offer via Twitter, saying he should “reconsider my position as a shareholder” if his offer was not accepted.
In announcing his plans for Twitter, Musk vowed to boost his devastating business, remove fake accounts from the platform, and introduce an “free speech” ethos.
But on Friday, Musk announced his intention to move away from the deal.
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His team has challenged Twitter’s estimate of the number of fake accounts, which is 5 percent of users, and accused it of making “materially misleading representations” in its public revelations.
In its lawsuit, Twitter dismissed the false accounts claim and described Musk’s reason for renouncing the deal as “a model of hypocrisy.” Musk also sent a message to Taylor in April telling him that “purging fake users” could only be done if Twitter were a private company because “it would make the numbers look terrible,” according to the complaint.
Some analysts have suggested that Musk might be trying to negotiate the deal at a lower price, given the fall in technology stocks, and that the parties could reach an agreement to avoid costly and protracted litigation. Musk did not immediately return a request for comment.
Twitter’s lawsuit also alluded to speculation that Musk’s offer to buy the company could have been a joke that went too far: “It seems that for Musk, Twitter, the interests of its shareholders, “The transaction that Musk agreed to and the lawsuit to enforce. It’s all an elaborate joke.”