Why do Musk’s fans always seem to need to make stuff up? That’s not what has happened at all. Twitter has simply said that their analysis relies on information that isn’t in the public domain. Musk has waived due diligence so he doesn’t get to see the internal information until after the deal is completed.
Anyway, it will be fun to see the meltdown from both Musk and his fans if Twitter ultimately decides to ban him from using Twitter to commit securities fraud.
Can you share some sources of lawyers going on the record about buying a company with fraudulent (if true) SEC filings, and then claiming that they aren’t material? IN other words, we’ve been lying to the public shareholders for years, but that’s not material?
Putting Elon aside for a moment, the current Twitter Officers and Board sign those reports, and can be held personally responsible for the content of mispresenting data “for years” to the public, not just a rich guy who presumably should know better. Not to mention the M&A banking and legal teams who didn’t do their due diligence when funding the recent rounds…
btw: not a 'Musk fan" per se. I used to hold a few shares of TSLA but sold it all when he went down the path of buying Solar City since I thought that was not a good strategic fit. And think Twitter is bad distraction for a guy trying to build great EV’s, a Boring Company, and go to the moon.
As do Tesla’s officers and directors. It’s pretty clear which of the two companies should be more worried about SEC charges for misrepresentation.
Indeed. That is my point. If the correct number is ~5%, the current Officers and Directors are golden and Elon’s in a heap of financial pain ($1b walk-away fee plus future shareholder suits for jacking the price around). OTOH, IFF the number is much higher, they (current officers and directors) have an personal interest to get this deal closed at any price as long as the private Twitter assumes future liabilities…
That’s the part I don’t get. He waived his right to due diligence, yet he’s performing sampling of users to verify bot info that’s contained in the SEC filing? That sounds a lot like due diligence to me.
Musk can do whatever he wants, but it doesn’t give him cause to break the agreement. On the other hand, his recent tweets seem to be violating the non-disparagement clause so Twitter could sue him…
Due diligence waiver is not a protection against a breech of contract. If they certify to the SEC that their bots are under 5%, then turn around and say “That might not be true, and we can’t certify that,” Twitter not only breeched the contract, but is assumed to have lied to their advertisers.
I’m not a lawyer, but I’m assuming you’re saying that Twitter may or could have violated a representation and/or warranty by misrepresenting the % of bots on Twitter?
I doubt that’s true, but to me, that sounds like a court case that will take years and hundreds of millions of dollars in legal fees plus settlement costs.
Musk will be tied up in depositions, meetings, mediation and conferences for a few years, is that what he really wants to do with his life?
Honestly, I hope that is what happens. since I’d like to see lawyers drain any sort of joy out of his life. Plus, TSLA would suffer too. 
It’s doubtful the case would go to court. If that happened, Twitter’s stock price will plummet to zero, because they don’t have any credibility left to defend. Elon and his lawyers know that, so they’re going to use it as leverage for renegotiation. I’m expecting to see a new deal at $35 a share.
Well that’s certainly the “sunny side up” scenario for Musk, but he continues to tweet 
and he appears to already have violated the NDA, so I think there’s a strong possibility the whole deal turns to for all parties involved, except the lawyers.
And if pigs start flying around then no one will need SpaceX’s rockets and they will go bankrupt. Made up hypotheticals that have no basis in reality aren’t helpful in court.
He got a Tesla to fly around in space, so the pig could be next. It would be an interesting spacesuit.
Twitter’s board has now announced it will enforce the merger agreement with Musk at the original price of $54.20.
https://www.axios.com/2022/05/17/elon-musk-twitter-will-enforce-merger
So we are headed for court. Let’s see if Musk continues to behave like a child. I can’t imagine that will go down well with the judge. And it will be even more amusing if he damages the company further before he’s forced to buy it.
I expect Tesla is going to come under further pressure as investors worry that Musk will be forced to sell more shares to raise the $44B he needs.
I’m surprised they haven’t banned him yet. He’s broken the NDA and is likely committing securities fraud. Those are way beyond “free speech” and all the way over the line into illegality.
They can wait and collect more evidence for the court case from his public statements…Musk won’t be able to resist rage-tweeting.
Yep that’s what I was thinking. Let Musk keep digging his hole deeper. He’ll probably find as his hole gets deeper and deeper.
Trust me, Elon. Just pay the $1 Billion and get out of Dodge.
I honestly don’t think that’s possible. Twitter seeking specific performance means that to get out of the deal he’ll either have to complete the purchase or pay the difference between $44B and whatever the company is worth when this is all over. A settlement in the range of $10B-$20B is plausible, but that will require a year or more of litigation.
Again, I’m not a lawyer, but I believe Twitter enforcing the terms of the merger, but that’s not the same as Twitter suing Musk for specific performance after a breach of contract. I believe the terms of the merger include a provision that Musk can still terminate the entire deal for a $1 Billion.
To repeat, I’m not a legal expert by any stretch of the imagination. I think Twitter is just attempting to shut down Musk’s nonsense about bot sampling/SEC reporting errors/pausing the deal, doing due diligence after he waived due diligence.
