In a 62-page lawsuit filed Tuesday, Twitter accused Elon Musk of breaching a deal to buy the social media company for $ 44 billion. Mr. Musk, the richest man in the world, has tried to withdraw from the acquisition, citing the number of fake Twitter accounts and accusing the company of not giving him enough information about the problem and misrepresenting it.
In its lawsuit, Twitter tried to prove that it has a right to sue him to close the deal and prove that Mr. Musk on the other hand had no merit. Instead, it was Mr. Musk who was violating the agreement, the company said. Twitter was relentless and described its escape strategy as a “model of hypocrisy” and a “model of bad faith.” He supported his argument with numerous tweets from the billionaire.
These are the main points that Twitter made to try to prove that it did not violate the agreement and that Mr. Musk was.
Twitter says it gave Mr. Musk the necessary information about spam accounts.
Contrary to the claims of Mr. Musk said Twitter cracked down on its efforts to obtain information about spam accounts, the company said in its lawsuit that had provided it with data. When Mr. Musk asked for the information, the company responded to some of his requests, such as handing over his so-called fire hose or a large stream of tweets.
But even though he did, Twitter said in his lawsuit, Mr. Musk became progressively irrational.
“From the outset, the defendants’ requests for information were designed to try to close the deal, ”according to the lawsuit. “Musk’s increasingly extravagant petitions do not reflect a genuine examination of Twitter’s processes, but a litigation-driven campaign to try to create a record of non-cooperation by Twitter.”
Twitter says it had no “material adverse effects.”
Mr. Musk has argued that Twitter’s public revelations that about 5 percent of its users are robots are materially misleading, which would constitute a “material adverse effect” under the terms of the agreement. The contract of Mr. Musk with Twitter requires that his regulatory revelations from January be accurate.
But Twitter noted that its regulatory documents had warned that the figures were estimates. (Twitter CEO Parag Agrawal has explained how the company detects and combats spam robots.) Twitter also said the existence of robots was part of the reason Mr. Musk wanted to buy Twitter. it had a “material adverse effect” because its regulatory disclosures, which estimate that approximately 5 percent of its users are robots, are misleading. Twitter holds the
Twitter says he managed his business as he normally would and kept Mr. Musk.
Mr. Musk has said another reason he wanted to withdraw from the deal was that Twitter was not operating its business as it hoped it would while closing the acquisition. Among other things, Mr. Musk, Twitter halted his hiring and gave him no notice before he recently fired two executives, saying he breached the terms of the contract agreement.
But Twitter said in its lawsuit that its slowdown in hiring was in line with what Mr. Musk had told the company he wanted to. The company added that it had notified Mr. Attorneys. Musk his decision to drop the two executives and that the lawyers “had raised no objection.” The lawsuit did not say when Mr. Musk was notified of these decisions.
Twitter says Mr. Musk breached the deal by stopping efforts to close the deal.
Under the terms of the agreement, Mr. Musk must make “the best reasonable efforts” to close the deal, including securing debt financing for the $ 44 billion purchase.
But Twitter said in its lawsuit that Mr. Musk appeared to be abandoning efforts to complete the financing of his debt, contravening the deal. In addition, the company said, it disappeared when Twitter executives, including Ned Segal, its chief financial officer, were contacted to discuss figures about the spam accounts that Mr. Musk had said he was worried.
Mr. Musk also appeared to be getting rid of executives who were working to help him close the deal, such as Bob Swan, a former CEO of Intel, according to the lawsuit. On June 23, Mr. Musk said on Twitter that he had “asked Swan” to abandon the settlement procedure because we are not at the same wavelength, “the lawsuit said.
Twitter says Mr. Musk breached the terms of the deal by disregarding the company.
The contract agreement also said that Mr. Musk could not despise Twitter or its employees in tweets. However, he did so several times, Twitter claimed, violating the agreement.
The lawsuit included screenshots of several tweets from Mr. Musk, including one who said a Twitter lawyer had informed him that he had violated a confidentiality agreement. In another, Mr. Musk used a poop emoji in response to a tweet from Mr. Agrawal. In addition, Twitter noted Mr. Musk, on Twitter and at conferences, who publicly doubted the veracity of Twitter revelations from their spam accounts.