Elon Musk is offering to honor his original offer to buy Twitter | Catch My Job



Elon Musk has offered to go ahead with a deal to buy Twitter at the price he proposed months ago before trying to rescind it, according to a legal filing, a stunning development weeks before the two sides were due to face off in court.

In a letter sent by Musk’s side to Twitter overnight, he offered to proceed with the deal at a price of $54.20 per share if a Delaware court, set to go to trial on October 17, agreed to “immediately stay” the case “and postpone the trial and all other” related proceedings. On Tuesday, Twitter attached a copy of the letter from Musk’s lawyers in a financial filing.

Twitter said in a statement on Tuesday that it had received the letter and intended to close the transaction at the original share price offered by Musk’s team. The company plans to accept the offer but is awaiting confirmation that a judge can oversee the process, said a person familiar with the discussions who spoke on condition of anonymity about sensitive matters.

Because there is a lot of mistrust on both sides, Twitter leaders are still wondering whether the letter is a legal maneuver, the person said.

Elon Musk’s texts reveal what led to the offer on Twitter, before the deal fell apart

Musk’s offer comes at a crucial time ahead of the trial, which should have been settled months of legal wrangling between the billionaire and the social media company following Musk’s moves in July to call off a planned $44 billion acquisition of Twitter.

Both sides gave evidence. Musk’s side has taken testimony from Twitter CEO Parag Agrawal and whistleblower Peter Zatko, the company’s former security chief, who allege extreme flaws in Twitter’s security practices and inaccuracies in its filings with security regulators, according to court filings.

Two people familiar with Zatko’s sworn interviews said they produced no revelations that would help Musk’s effort to avoid the deal without significant expense. Zatka also replaced Twitter.

Musk was scheduled to be deposed in the case Thursday in Austin, where he lives, after the original date was scrapped, filings showed. A statement from his lawyer, Alex Spear, was expected to follow on Sunday in New York.

Musk and his lawyer did not respond to requests for comment on Tuesday. However, the tech mogul took to Twitter on Tuesday afternoon.

“Twitter acquisition accelerates X creation, all apps,” he wrote. That letter is also used in its holding entities for the purchase of Twitter, X Holdings.

Legal experts say Musk’s willingness to take the deal suggests he may have realized he was in a weaker position than he wanted to participate in the trial and his testimony.

“Musk is finally listening to his lawyers,” Anat Alon-Beck, a business law professor at Case Western Reserve University, said in an email. “He’d be a fool not to at least try to buy the company now and avoid being ousted.”

Bloomberg News first reported news of the offer. Twitter shares were suspended on Tuesday at their highest level in months following the report.

“This is a clear sign that Musk recognized going into court in Delaware that his chances of winning against the Twitter board were unlikely,” Wedbush Securities analyst Dan Ives wrote in a note on Tuesday. “This $44 billion deal is going to get done one way or another.”

The court held an emergency hearing from both sides on Tuesday morning. Musk was ready to drop the case, but Twitter wanted assurances that a court would oversee the antitrust process, a person familiar with the discussions said.

For months, Musk argued that he should have the right to walk away from the deal because of statements Twitter made about spam and bots on the platform, but legal experts said Musk waived due diligence by moving forward with the deal.

Twitter has been plunged into internal chaos this year as it faces a precipitous decline in its stock and an increasingly uncertain future with Musk. Many senior executives and rank-and-file workers left the company or were fired.

Elon Musk tries to host Twitter takeover, calling road ‘painful’

The billionaire CEO of Tesla took a large stake in Twitter earlier this year and launched a hostile takeover bid in April. The company was initially reluctant to accept his offer, but eventually agreed.

While Musk’s interest in owning Twitter seemed surprising at first, one motivation for its purchase was made clearer in text messages disclosed in court documents last week: He was increasingly frustrated by what he saw as encroachments on free speech by content moderation decisions. Musk said in an April TED interview that he wants an “inclusive arena for free speech.”

He also said he would overturn the ban on former President Donald Trump, saying at an event in May that it “was a morally bad decision, to be clear and utterly stupid.” Twitter permanently banned Trump after the riot on January 6, 2021.

The text messages also show that Twitter co-founder and former CEO Jack Dorsey was one of Musk’s biggest supporters in the process and was often at odds with the board, which often struggled to understand Musk and his motives. The texts reveal an elite cast of characters, including celebrities, high-profile investors and media barons, who gave Musk input on the deal, made hiring suggestions and sometimes encouraged him to let right-wing figures banned by Twitter back onto the platform. .

But the outspoken CEO, who has more than 107 million Twitter followers, backed out of the deal a few months later, arguing that he had the right to walk away from the deal because Twitter had not given him enough information about the company’s operations. .

Twitter and Musk have been in litigation ever since.

Musk scuttled the deal amid economic pressures, as the impact of his offer dealt a blow to Tesla stock — a key source of his wealth — and his net worth. He planned to finance the deal with a combination of loans and a $33 billion equity commitment tied to his own wealth, which would attract investors.

Musk sold nearly $7 billion worth of Tesla stock in anticipation of having to close the deal in early August after the battle had already gone to court, surprising some investors.

“In the (hopefully unlikely) event that Twitter forces this deal to close *and* some equity partners don’t come through, it’s important to avoid an immediate sale of Tesla stock,” he tweeted.

The renewed offer was not immediately announced within Twitter, several employees said, speaking on condition of anonymity, leaving employees to learn about it the same way their users did: on Twitter.

But in an email to Twitter employees on Tuesday afternoon, obtained by The Washington Post, Twitter general counsel Sean Edgett informed them of Musk’s offer, adding: “It is our intention to close the transaction at a price of $54.20 per share.” , echoing the language of Twitter’s public statement.

Employees began advertising on the platform on Tuesday, expressing shock after months of deliberation. Some expressed skepticism that the letter was genuine. One employee summed up the mood by saying “Congratulations or sorry everyone” in an internal Slack message described to The Post.

The prospect of Musk buying Twitter has already opened a rift within the company’s ranks, as his critical tweets about the company and plans to reverse key policies, including the Trump ban, have upset many employees. Meanwhile, the company’s value has plummeted amid economic woes and a slump in the social media advertising market, and in July Musk filed to back out of the deal, setting the stage for a court battle.

At least one employee, speaking on condition of anonymity because they were not authorized to discuss their jobs, said Tuesday that they could not imagine staying at the company if Musk became an owner.

The possible solution comes alongside a steep decline in Internet stocks, leading to layoffs and hiring freezes in heavy industry categories. The prospect that Musk could still buy Twitter at its original price helped the company’s stock retain much of its value during a year when social media rivals Meta and Snap lost more than half of theirs.

Will Oremus and Joseph Mann contributed to this report.


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