Elon Musk’s legal team is accusing Twitter of violating its deal with the richest man on earth by withholding information about the number of bots on the platform, claiming that Musk is within his rights to terminate the agreement if the company does not provide the requested data.
In late April, Twitter and Musk agreed to a deal worth $44 billion, but Musk had previously requested information on fake accounts before his purchase of Twitter can officially go through. He has claimed that spam accounts could have a massive impact on what Twitter is actually worth. On Monday, the Space X founder took his demands a step further by sending Twitter a detailed letter through his attorney.
“As Twitter’s prospective owner, Mr. Musk is clearly entitled to the requested data to enable him to prepare for transitioning Twitter’s business to his ownership and to facilitate his transaction financing,” Musk’s attorney Mike Ringler wrote in the letter filed with the SEC.
“To do both, he must have a complete and accurate understanding of the very core of Twitter’s business model—its active user base. In any event, Mr. Musk is not required to explain his rationale for requesting the data, nor submit to the new conditions the company has attempted to impose on his contractual right to the requested data,” he continued. “At this point, Mr. Musk believes Twitter is transparently refusing to comply with its obligations under the merger agreement, which is causing further suspicion that the company is withholding the requested data due to concern for what Mr. Musk’s own analysis of that data will uncover.”
Ringler also noted that Musk is confused why Twitter would not hand over the requested information in the first place if it is being truthful in its business dealings.
“If Twitter is confident in its publicized spam estimates, Mr. Musk does not understand the company’s reluctance to allow Mr. Musk to independently evaluate those estimates,” Ringler added. “As noted in our previous correspondence, Mr. Musk will of course comply with the restrictions provided under Section 6.4, including by ensuring that anyone reviewing the data is bound by a non-disclosure agreement, and Mr. Musk will not retain or otherwise use any competitively sensitive information if the transaction is not consummated.”
Finally, Ringler let Twitter know that Musk could back out of the deal if his wishes were not respected.
“Based on Twitter’s behavior to date, and the company’s latest correspondence in particular, Mr. Musk believes the company is actively resisting and thwarting his information rights (and the company’s corresponding obligations) under the merger agreement,” Ringler remarked. “This is a clear material breach of Twitter’s obligations under the merger agreement and Mr. Musk reserves all rights resulting therefrom, including his right not to consummate the transaction and his right to terminate the merger agreement.”
Musk has previously noted that the actual number of fake Twitter users could be much higher than what the company claims.
“20% fake/spam accounts, while 4 times what Twitter claims, could be *much* higher,” he wrote on Twitter in May. “My offer was based on Twitter’s SEC filings being accurate. Yesterday, Twitter’s CEO publicly refused to show proof of <5%. This deal cannot move forward until he does.”
Source: Dailywire
