The complaint reads, “In April 2022, Elon Musk entered into a binding merger agreement with Twitter, promising to use his best efforts to get the deal done. Now, less than three months later, Musk refuses to honor his obligations to Twitter and its stockholders because the deal he signed no longer serves his personal interests.”
According to the suit, “Musk apparently believes that he – unlike every other party subject to Delaware contract law – is free to change his mind, trash the company, disrupt its operations, destroy stockholder value, and walk away.”
Musk offered to buy Twitter in April for a cash buyout of $43 billion. In the months following, Musk offered a string of reasons he may not close the buyout deal, including accusing Twitter of being dishonest about its user numbers and the number of bot accounts on the platform.
The suit accuses Musk of breaching his agreement as well as “trashing” the company in the months since his takeover bid. “Since signing the merger agreement, Musk has repeatedly disparaged Twitter and the deal, creating business risk for Twitter and downward pressure on its share price,” Twitter said. The company alleges its employee attrition rate is finally up for the first time since before Musk’s offer.
Musk announced last Friday he was reneging on the Twitter deal, claiming the company has not met its obligations as set out under the buyout contract. He says Twitter failed to properly disclose its user numbers and claims many of the users Twitter claims it has are actually spam accounts.
Twitter’s lawsuit also accuses Musk of secretly buying up Twitter shares in the months prior to his takeover bid without notifying regulatory officials of his intent to buy the company.
MANAGING EDITOR: CARSON CHOATE
PHOTO CREDITS: NEW YORK TIMES
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