Musk Scraps $44B Deal to Buy Twitter, Prompting Board to Threaten Suit

The billionaire believes the number of false and spam accounts counted in the social media platform's monetizable daily active users is "wildly" above 5.%

By Kevin Reynolds

Jul 8, 2022 at 10:37 p.m. UTC

Updated Jul 11, 2022 at 2:57 p.m. UTC

Kevin Reynolds

Kevin Reynolds is Editor in Chief at CoinDesk. He owns bitcoin, ether, polygon and solana.

Follow @KReyofCoinDesk on Twitter

Tesla (TSLA) CEO Elon Musk scrapped his $44 billion takeover deal to buy Twitter (TWTR), claiming the information provided by the social media giant was false and misleading, prompting Twitter to threaten to sue to enforce the agreement.

Musk, in a filing with the U.S. Securities and Exchange Commission, claimed Twitter was in material breach of multiple provisions of the deal and had apparently made false and misleading representations upon which Musk had relied.
Musk also claimed Twitter is likely to suffer a " company material adverse effect."
In May, Musk put the transaction on hold until he could verify that spam or fake accounts represent fewer than 5% of the total users on Twitter.
In Friday's announcement, Musk's attorney's made it clear the billionaire believes the actual number of bots making up total users is much higher than 5%.
"Preliminary analysis by Mr. Musk’s advisors of the information provided by Twitter to date causes Mr. Musk to strongly believe that the proportion of false and spam accounts included in the reported mDAU (monetizable daily active user) count is wildly higher than 5%," according to the statement.
Twitter's board responded, saying it was "confident" in the agreement and that it intends to close the deal at the agreed-upon $54.20 per share price:
"We are committed to closing the transaction on the price and terms agreed upon with Mr. Musk and plan to pursue legal action to enforce the merger agreement," the board said in its statement. "We are confident we will prevail in the Delaware Court of Chancery."

UPDATE (July 11, 2022 14:40) – Corrects the dollar amount of the deal.

Read more about

Twitter Mergers Elon Musk

DISCLOSURE

Please note that our privacy policy, terms of use, cookies, and do not sell my personal information has been updated.

The leader in news and information on cryptocurrency, digital assets and the future of money, CoinDesk is a media outlet that strives for the highest journalistic standards and abides by a strict set of editorial policies. CoinDesk is an independent operating subsidiary of Digital Currency Group, which invests in cryptocurrencies and blockchain startups. As part of their compensation, certain CoinDesk employees, including editorial employees, may receive exposure to DCG equity in the form of stock appreciation rights, which vest over a multi-year period. CoinDesk journalists are not allowed to purchase stock outright in DCG.