Twitter seeks early trial; Musk says demand ‘unjustifiable’

Tesla chief executive Elon Musk has raised objections in his motion against Twitter on its plea for fast-tracking the trial over the billionaire's decision to end the takeover deal. While calling Twitter's demand for an early hearing "unjustifiable", Musk has requested the Delaware Chancery Court to delay the hearing.

A filing by Elon Musk says Twitter's sudden request for speeding the trials after two months of "foot-dragging" is its latest "tactic" to shroud the truth on spam accounts. Twitter had asked the court to initiate a hearing in September because its merger agreement with Musk ends on October 25, 2022.

Musk's legal team this week had stated in an S.E.C. filing that sometimes Twitter has ignored his requests on bot accounts, sometimes it has rejected for unjustified reasons, and sometimes it has claimed to comply, giving him "incomplete or unusable information".

The mega $44-billion buyout deal collapsed last week after Musk accused Twitter of failing to provide information on bot accounts. Musk had sent a letter to Twitter on July 8, 2022, announcing terminating the merger agreement. Twitter says Musk’s purported termination is "invalid and wrongful", and that the merger agreement remains in effect.

On July 12, 2022, Twitter initiated litigation against Musk to complete the merger deal. In a 62-page plea before the Delaware court, the microblogging platform says his requests for data on spam accounts were “never intended” to make progress toward consummating the merger but to force litigation to make information about the Twitter public.

"Adoption of the merger agreement by our stockholders is the only remaining approval or regulatory condition to completing the merger under the merger agreement," says the company.

Twitter, however, says it is committed to closing the merger on the price and terms agreed upon with Musk. The Twitter complaint in the court says "Musk’s conduct simply confirms that he wants to escape the binding contract he freely signed, and to damage Twitter in the process".

As per the social media company, the entire dynamics changed -- as markets fell globally -- after Musk signed the $44 billion deal to acquire the company on April 25, 2022. The value of his own stake, as per a global business daily, in his company Tesla, the anchor of his personal wealth, also declined by over $100 billion from its November 2021 peak, says Twitter.

"So Musk wants out. Rather than bear the cost of the market downturn, as the merger agreement requires, Musk wants to shift it to Twitter’s stockholders," it says, adding that ever since he signed the deal, Musk repeatedly disparaged Twitter and the deal, "creating business risk for Twitter and downward pressure on its share price".

Elon Musk, in his previous statements, had said information regarding spam accounts is crucial to Twitter’s business and financial performance and necessary to seal the deal. He has also challenged Twitter's methodologies of calculating the data on such fake accounts.

But Twitter says his actions changed when the market declined and the fixed-price deal became less attractive. It says Musk then shifted his narrative, suddenly demanding “verification” that spam was not a severe problem on Twitter’s platform, and claiming a burning need to conduct “diligence” he had expressly forsworn, says the complaint.

The Twitter share had closed 4.08% up at $37.74 on the New York Stock Exchange on Friday.