Twitter sued Elon Musk on Tuesday (12) for violating a $44 billion deal to buy the social network and asked a Delaware (US) court to force the billionaire to complete the transaction for the price of $54, 20 per share, agreed in advance, according to a court case.
“Having put on a public show to put Twitter on the line, and having proposed and signed a seller-friendly merger agreement, Musk apparently believes he — unlike all other parties subject to Delaware contract law — is free to change. idea, throw the company out, stop its operations, destroy shareholder value and walk away,” reads the lawsuit, which sets off what promises to be one of the biggest legal clashes in Wall Street’s history.
On Friday, Musk said he was backing out of the acquisition, claiming that Twitter violated the deal by failing to respond to requests for information about fake accounts and spam on the platforms, which the billionaire says is critical to his performance. Business.
Musk did not immediately respond to a request for comment.
The lawsuit accused Musk of “a long list” of breaches of the agreement that “cast a pall over Twitter and its business.”
Shares on the social network tumbled to $34.06 on Tuesday from $50 when the deal was accepted by Twitter’s board in late April.
Musk said he was terminating the acquisition because of a lack of information about spam accounts and inaccurate statements from the social network, which he said represented a “material adverse event.”
He also claimed that the firing of two senior employees, the freezing of hiring and the suspension of contracts of part of the team, which Twitter carried out recently, represented a failure of the platform to “conduct its business in the normal course”, like the social network. was required to do.
Twitter said it had negotiated the removal of parts of the agreement that would have made such layoffs a violation of the requirement to conduct its normal business. The social network called the reasons Musk cited a meritless “pretext” and said the withdrawal would have more to do with a decline in the stock market, particularly for tech companies.
Tesla shares, the main source of Musk’s fortune, have lost 30% of their value since the deal was announced, closing at $699.21 on Tuesday.
Translation by Marcelo Azevedo
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