Elon Musk says Twitter is refusing to drop its lawsuit meant to enforce their purchase agreement, which appears to be the only remaining obstacle to the Tesla billionaire closing the deal. And if that makes no sense whatsoever, welcome to Thursday’s development in the stormy will-they-or-won’t-they saga.
“Twitter will not take yes for an answer,” reads a filing from Musk, who earlier this week sent a letter suggesting they close the deal at the agreed-upon price of $54.20 per share. Twitter ostensibly accepted those terms – but for reasons that aren’t yet clear is dragging its feet on vacating the lawsuit to enforce them.
“Astonishingly, they have insisted on proceeding with this litigation, recklessly putting the deal at risk and gambling with their stockholders’ interests,” according to Musk’s filing.
Filed in a chancery court in Delaware, the suit seeks to enforce the contract sale that Musk tried to back out of over his concerns about the number of spam accounts among Twitter’s nearly 400 million users.
To recap: When Musk first expressed interest in buying Twitter, leadership flew into a panic and introduced a poison pill provision to stop him. But when the board saw his proposal in April, they accepted it – only to have Musk back out. Twitter sued to keep the deal, and Musk was on the brink of giving depositions for the trial, which is scheduled to start Oct. 17, when he finally relented earlier this week.
When Twitter tacitly agreed to a sale at $54.20 – in a tweet, of course – it seemed the only hurdle remaining was the lawsuit that, at least on its face, no longer was necessary. Musk’s team said if it’s cleared immediately, the deal could close as soon as Oct. 28.
But is there a clue in that wording? Notice it says “The intention of the Company is to close the transaction at $54.20 per share,” not “We agree with Elon and will do it his way.”
It’s hard to imagine Twitter gaining anything materially from forcing Musk to stand trial as a means of getting him to accept a contract he’s already agreed to sign. Twitter could also go through with the trial as a means to further embarrass Musk, whose text messages with interested parties were exposed through discovery.
But why would they jeopardize their own deal that way?
That, too, is hard to imagine – unless Twitter knows something that we (and Elon) don’t know. Twitter did not immediately respond to requests for comment and had not tweeted about the matter as of yet Thursday.
The most likely scenario seems to be that Twitter is hedging its bet, keeping the lawsuit intact until Musk delivers the funds in a binding contract. Whatever they’re up to, Team Musk doesn’t care for it one bit:
“Instead of allowing the parties to turn their focus to securing the Debt Financing necessary to consummate the transaction and preparing for a transition of the business, the parties will instead remain distracted by completing discovery and an unnecessary trial.”
Pamela Chelin contributed to this report …
