Elon Musk’s War With Twitter Is Going Nuclear
In light of Elon Musk’s move to pull out of his $44 billion purchase of Twitter, both sides are girding for what will likely be a contentious and lengthy legal battle. Musk announced the reversal in a filing to the Securities and Exchange Commission on Friday. In a letter sent to Twitter, the Tesla CEO’s lawyer justified the move by accusing Twitter of failing to disclose sufficient data on the prevalence of fake and spam accounts on the platform. In response, Twitter has retained Wachtell, Lipton, Rosen & Katz, a prominent New York law firm, to hold him to the agreement, per Bloomberg.
In his first tweets on the impending court battle, Musk laughed off Twitter’s threats and assured his tens of millions of followers that the social media company’s executives have fallen into his latest ingenious trap. “They said I couldn’t buy Twitter, then they wouldn’t disclose bot info,” reads a meme Musk shared early Monday that depicts himself reacting with more and more laughter. “Now they want to force me to buy Twitter in court, now they have to disclose bot info in court.”
Musk also tweeted the caption “Chuckmate” as well as a meme that depicts a leering Chuck Norris playing a chess match with only one pawn at his disposal, even as his opponent is playing at full strength. While the meaning of the post is unclear, Musk shared it minutes after the “bot info” meme. (Additionally, fans of Musk have often used the term “4D chess” to explain away the billionaire’s more unorthodox, impetuous, or seemingly unwise business decisions—like in 2018, when Musk tweeted his intent to take Tesla private at a per-share price of $420, an apparent weed joke rather than a serious funding number. A federal judge called the 2018 tweet “false and misleading” in an April ruling.)
In what will be the next turn in the monthslong sale drama, Twitter reportedly plans to file suit against Musk in Delaware court this week, according to Fortune. “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,” tweeted Bret Taylor, the chairman of Twitter’s board on Friday. “We are confident we will prevail in the Delaware Court of Chancery.”
In a tweet on April 21, four days before Twitter’s board agreed to sell the company to Musk for $54.20 a share, Musk noted his top priority if he succeeds in buying Twitter: “We will defeat the spam bots or die trying!” But weeks after Twitter’s board agreed to sell the company to Musk, the once eager buyer said the deal was “temporarily on hold” while his team assessed the “spam bot” situation. He also insisted that Twitter failed to provide adequate details of the number of automated or phony accounts on the site—an explanation he conveniently unfurled shortly after Tesla’s share price began cratering amid a larger market downturn in tech stocks. Twitter maintains that it has held up its end of the bargain, including by offering to provide Musk with a “firehose” of internal data that his team can comb through. “He said he wanted to buy Twitter to get rid of the spam bots, and now he’s saying he doesn’t want to buy Twitter because it has spam bots. Only one of those things can be true,” explained Casey Newton, who writes the tech newsletter “Platformer,” in a May interview with Vanity Fair.
In the letter on Friday, Musk’s attorney argued that Twitter is “in material breach of multiple provisions” of the merger agreement—namely, the company supposedly concealing the true size of its user base and the number of bots that are active on the platform. “This information is fundamental to Twitter’s business and financial performance and is necessary to consummate the transactions contemplated by the Merger Agreement because it is needed to ensure Twitter’s satisfaction of the conditions to closing, to facilitate Mr. Musk’s financing and financial planning for the transaction, and to engage in transition planning for the business,” the letter continued.
Among those most disappointed in the collapse of Musk’s Twitter deal are the right-wing media figures who apparently viewed the billionaire as a social media savior capable of reigning in the executives who opted to ban Donald Trump following the Capitol riot. The former president vented his frustration toward Musk while speaking to supporters at a weekend rally in Alaska. “Elon is not going to buy Twitter. Where did you hear that before? From me,” Trump said. “He’s another bullshit artist.” One wonders if Trump’s anger at Musk stems from his refusing to buy Twitter or something else.