Musk accused Twitter of violating the integration agreement

According to him, Twitter Inc. violates their merger agreement by failing to comply with his requests to provide information about spam and fake accounts, adding another twist to a takeover saga marked by the billionaire’s serial outbursts. Shares fell about 5% on the morning of June 6 in New York.

Musk believes Twitter is “actively resisting” and “violating its rights to information” by refusing to disclose information, according to revised securities filings on Monday. Last month, Musk said he would not continue his $ 44 billion acquisition of Twitter unless the social media giant proves that bots make up less than 5% of its users, the company said in public documents . The billionaire calculates that fake accounts make up at least 20% of all users.

Twitter CEO Parag Agrawal publicly argued with Musk on Twitter about bots. Agrawal said the company has auditors looking at thousands of accounts to determine the spread of bots, but added that he could not share more details due to privacy concerns.

“Unfortunately, we do not believe that this particular analysis can be done externally, given the urgent need to use both public and private information,” Agrawal wrote in May.

Twitter did not immediately respond to a request for comment.

“Twitter’s latest offer to only provide more information about the company’s own testing procedures, whether in the form of written submissions or oral explanations, is tantamount to rejecting Mr. Musk’s requests for data. “and confuse the issue. G Musk clarified that he does not consider the company’s poor testing procedures sufficient, so he must conduct his own analysis. The data he requested is necessary to do so,” the document reads. , addressed on Twitter legal counsel Vijay Gadda.

Musk believes the company’s resistance to providing additional information is “a clear material violation of Twitter’s obligations under the merger agreement, and Mr. Musk reserves all rights arising therefrom, including his right not to complete the transaction and his right to terminate the partnership agreement. ” .

Twitter’s board said it plans to enforce the terms of the merger, saying the deal is in the best interests of all shareholders.

The proposed takeover would include a billion-dollar fee for each side, but Musk could not opt ​​out of paying that amount.

The merger agreement includes a specific performance clause that allows Twitter to force Musk to complete the deal, according to the deal statement. This could mean that if the deal goes to court, the social network could receive an order obligating Musk to complete the merger, instead of receiving monetary compensation for any violations to it.

It will be recalled that the SpaceX flight attendant said the company’s owner, American billionaire and Tesla founder, Elon Musk, sexually harassed him during a massage in 2016.