- Lawyers for Elon Musk have notified the SEC that the deal to acquire Twitter is off.
- The news comes a day after the deal was said to be “in serious jeopardy.”
- Twitter told Insider before the announcement that it intended to enforce the contract.
Lawyers for Elon Musk have notified the US Securities Exchange Commission that the Tesla and SpaceX CEO is moving to terminate the deal to acquire Twitter, and accusing the social media company of being “in material breach of multiple provisions” of the merger agreement.
Shares of Twitter fell roughly 6% following the news, while shares of Tesla gained about 4% in after-hours trading.
Twitter’s board said in a statement that it was “committed to closing the transaction at the price and terms agreed upon,” and that it would be pursuing legal action to enforce the deal.
“We are confident we will prevail in the Delaware Court of Chancery,” the Board said.
The move comes after three months of speculation that began when Musk disclosed his ownership of 9.2% of the company’s shares, and a day after sources told the Washington Post that the deal was in “serious jeopardy” over the question of spam and bot accounts on the platform.
Musk’s central objection in recent weeks has been over the data and methods used to estimate the number of fake accounts, with his lawyers arguing that he did not waive his right to inspect this information when he elected not to look at it before signing the merger agreement.
The lawyers claim that Musk’s analysis so far indicates the percentage of false accounts is “wildly higher than 5%” contrary to Twitter’s disclosures in its financial reports.
Legal experts told Insider Musk is facing a considerable legal fight, including a possible $1 billion breakup fee, as he attempts to walk away from this deal.