Elon Musk says he is terminating Twitter buyout deal
15 July 2022, 11:13
Twitter said it will sue Mr Musk to complete the merger he just rejected, and is “confident” it will prevail.
Elon Musk’s 44 billion dollars (£36.5 billion) bid to buy Twitter is on the verge of collapse — after the Tesla CEO sent a letter to the social media company’s board saying he is terminating the acquisition.
The chair of Twitter’s board, Bret Taylor, tweeted on Friday that the 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”.
Twitter could have pushed for a one billion dollars break-up fee Mr Musk agreed to pay under these circumstances. Instead, it looks ready to fight over the deal, which the company’s board has approved and CEO Parag Agrawal has insisted he wants to consummate.
The possible unravelling of the deal is just the latest twist in a saga between the world’s richest man and one of the most influential social media platforms.
Much of the drama has played out on Twitter, with Mr Musk — who has more than 95 million followers — lamenting that the company was failing to live up to its potential as a platform for free speech.
On Friday, shares of Twitter fell 5% to 36.81 dollars, well below the 54.20 dollars that Mr Musk had offered to pay. Shares of Tesla, meanwhile, climbed 2.5% to 752.29 dollars.
In a letter to the Securities and Exchange Commission, Mr Musk said Twitter has “not complied with its contractual obligations” surrounding the deal, namely giving him enough information to “make an independent assessment of the prevalence of fake or spam accounts on Twitter’s platform”.
Mr Musk’s flirtation with buying Twitter appeared to begin in late March. That is when Twitter has said he contacted members of its board — including co-founder Jack Dorsey — and told them he was buying up shares of the company and interested in either joining the board, taking Twitter private or starting a competitor.
Then, on April 4, he revealed in a regulatory filing that he had became the company’s largest shareholder after acquiring a 9% stake worth about three billion dollars.
At first, Twitter offered Mr Musk a seat on its board. But six days later, Mr Agrawal tweeted that Mr Musk will not be joining the board after all. His bid to buy the company came together quickly after that.
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
Mr Musk had agreed to buy Twitter for 54.20 dollars per share, inserting a “420” marijuana reference into his offer price. He sold roughly 8.5 billion dollars worth of shares in Tesla to help fund the purchase, then strengthened his commitments of more than seven billion dollars from a diverse group of investors including Silicon Valley heavy hitters like Oracle co-founder Larry Ellison.
Inside Twitter, Mr Musk’s offer was met with confusion and falling morale, especially after he publicly criticised one of Twitter’s top lawyers involved in content-moderation decisions.
As Twitter executives prepared for the deal to move forward, the company instituted a hiring freeze, halted discretionary spending and fired two top managers.
The San Francisco company has also been laying off staff, most recently part of its talent acquisition team.
