Elon Musk on Monday accused Twitter of breaching its contract with him by failing to provide information about spam accounts — and once again threatened to back out of his $44 billion takeover deal.
Attorneys for Musk wrote that Twitter has refused to provide information that would “facilitate his evaluation of spam and fake accounts on the company’s platform,” according to a stern letter to Twitter that was filed with the Securities and Exchange Commission.
Musk’s lawyers argued that Twitter’s alleged stonewalling amounts to “a clear material breach of Twitter’s obligations under the merger agreement.”
“Mr. Musk believes the company is actively resisting and thwarting his information rights (and the company’s corresponding obligations) under the merger agreement,” the attorneys wrote. “Mr. Musk reserves all rights resulting therefrom, including his right not to consummate the transaction and his right to terminate the merger agreement.”
Twitter shares tanked 5% to open $38.14 on Monday morning — far below the takeover price of $54.20 per share, indicating investors are increasingly skeptical the deal will go through.
Meanwhile, shares of Tesla surged 3.8% to $730.50. Some investors and analysts have viewed Musk’s Twitter deal as a potential distraction from his work at Tesla. The electric vehicle giant’s shares remain down 39.1% so far this year.
Twitter did not immediately respond to a request for comment but has repeatedly insisted that the deal will close at the $44 billion price.
Musk’s latest salvo comes after he has repeatedly questioned Twitter’s claim that roughly 5% of accounts on its site are spam accounts or bots.
The Tesla CEO said in May that the Twitter takeover deal was “on hold” as he awaited more information about spam and fake account figures. Days later, he responded to a post from Twitter CEO Parag Agrawal about steps the company is taking to combat bots with a poop emoji.
The company offered in an SEC filing last week to give Musk additional information on how it measures spam bots — but Musk’s attorneys claimed the offer was “merley an attempt to obfuscate and confuse the issue.”
“Twitter’s latest offer to simply provide additional details regarding the company’s own testing methodologies, whether through written materials or verbal explanations, is tantamount to refusing Mr. Musk’s data requests,” Musk’s lawyers said Monday. “Mr. Musk has made it clear that he does not believe the company’s lax testing methodologies are adequate so he must conduct his own analysis.”
One ex-Twitter engineer believes that the best way for Musk to test Twitter’s spam claims would be to create his own army made up of millions of bots, as The Post exclusively reported last week.