Twitter responds to Elon Musk's claims, calls them 'excuses'

yeah it's created *** whole lot of uncertainty for the company and you see them arguing that in the lawsuit where where um Elon musk's tweets, it says I've been disparaging the company. All of the uncertainty about the deal um has made it hard to, to make big decisions about who to hire and whether to hire they off people um and sort of the future business direction of the company. There's *** lot of legal experts to they think that the Delaware court is sensitive to the question of of of somebody just wanting to get out of *** deal for because of buyer's remorse. Like there has to be *** really good reason why they would back out of an agreement they made with the company they're trying to buy. Um And so if twitter can really focus on that argument, it seems like it has *** pretty good case. On the other hand, Elon musk seems to think he has *** pretty good case showing why the problem with bots is not something that twitter has been transparent enough about. Twitter wanted this to get done in september uh Elon musk's team said maybe february would be better. Uh and the judge pretty much sided with Twitter and said this really needed to be expedited but she set *** trial date for October so one possible outcome is Elon Musk could have to pay *** billion dollars to make this go away which is *** lot less than $44 billion dollars which is what he agreed to pay to buy the company. Um The other extreme is um the judge could potentially force um Elon Musk to go through with the entire $44 billion but there's *** lot of possibilities in between that they could Twitter could make an argument that there have been some damages because of what's happened and and they might seek *** higher amount that's higher than just the $1 billion dollar breakup fee. Um Or they could end up settling um If, if it seems like that's going to happen and maybe they decide they don't want to go through with the with the whole trial.

Twitter denied in a court filing that it had deprived its would-be acquirer, billionaire and Tesla CEO Elon Musk, of necessary information or misrepresented details about its business. Musk originally made those charges to justify his attempt to back out of a $44 billion deal to buy the social platform, which he later claimed was infested with much larger numbers of "spam bots" and fake accounts than Twitter had disclosed.That fate of that acquisition, which Musk agreed to without taking the time to examine the details of Twitter's business, now rests with a Delaware court where Twitter sued to force Musk to complete the deal. The case is scheduled to go to trial on Oct. 17.The court's decision could ultimately determine the future of a social platform used daily by 238 million people around the globe — a small audience by the standards of Facebook and other major platforms, but one that include political leaders, major entertainers and experts on a variety of subjects. Until January 2021, it was also home to the then-U.S. president, Donald Trump.In an unexpected twist, Twitter was able to file its response to Musk before Musk's own counterclaims have surfaced in public. A judge ruled on Wednesday that Musk's counterclaim will be made public by Friday.Parts of Musk's counterclaim, however, was included in Twitter's response. These include accusing the company of fraud and "delay tactics" and only providing Musk "sanitized, incomplete information" in answer to his questions about spam accounts and other company metrics. While Twitter has claimed that Musk is inventing reasons to get out of buying the company, Musk's lawyers say that Twitter is the one holding back the deal by "dragging its feet" and providing insufficient data to the billionaire's requests.In a reply filed Thursday in Delaware Chancery Court, Twitter calls Musk's reasoning "a story, imagined in an effort to escape a merger agreement that Musk no longer found attractive.""The Counterclaims are a made-for-litigation tale that is contradicted by the evidence and common sense," Twitter's response says. "Musk invents representations Twitter never made and then tries to wield, selectively, the extensive confidential data Twitter provided him to conjure a breach of those purported representations."At the same time, the response says, Musk also accused Twitter of breaching their agreement by "stonewalling" his information requests.Representatives for Musk did not immediately return a message for comment Thursday, although Musk briefly talked about Twitter at Tesla's annual shareholders meeting Thursday.He told an audience at Tesla's factory near Austin, Texas, that Twitter fit into the grand vision for his holding company. He said that since he uses Twitter a lot, with more than 100 million followers, he knows what to do with it."I do understand the product quite well," he said. "So I think I've got a good sense of where to point the engineering team at Twitter to make it radically better," he said.Attorneys for Musk had wanted to file a public version of their answer and counterclaims in Delaware court Wednesday. But Twitter attorneys complained that they needed more time to review and potentially redact Musk's sealed filing, saying it refers "extensively" to internal Twitter information and data given to Musk.Musk, the world's richest man, agreed in April to buy Twitter and take it private, offering $54.20 a share and vowing to loosen the company's policing of content and to root out fake accounts. Among other things, Musk said he would restore Trump — who was banned from Twitter following the January 6, 2021, riots at the U.S. Capitol — to the platform.But Musk said in July that he wanted to back out of the deal, prompting Twitter to file a lawsuit to hold him to the "seller-friendly" agreement.Musk says Twitter has failed to provide him enough information about the number of fake accounts on its service. Twitter argues that Musk, CEO of electric car maker and solar energy company Tesla Inc., is deliberately trying to tank the deal because market conditions have deteriorated and the acquisition no longer serves his interests.Either Musk or Twitter would be entitled to a $1 billion breakup fee if the other party is found responsible for the agreement failing. Twitter wants more, however, and is seeking a court order of "specific performance" directing Musk to follow through with the deal.___Associated Press Writer Randall Chase contributed to this story from Dover, Delaware.

SAN FRANCISCO —

That fate of that acquisition, which Musk agreed to without taking the time to examine the details of Twitter's business, now rests with a Delaware court where Twitter sued to force Musk to complete the deal. The case is scheduled to go to trial on Oct. 17.

The court's decision could ultimately determine the future of a social platform used daily by 238 million people around the globe — a small audience by the standards of Facebook and other major platforms, but one that include political leaders, major entertainers and experts on a variety of subjects. Until January 2021, it was also home to the then-U.S. president, Donald Trump.

In an unexpected twist, Twitter was able to file its response to Musk before Musk's own counterclaims have surfaced in public. A judge ruled on Wednesday that Musk's counterclaim will be made public by Friday.

Parts of Musk's counterclaim, however, was included in Twitter's response. These include accusing the company of fraud and "delay tactics" and only providing Musk "sanitized, incomplete information" in answer to his questions about spam accounts and other company metrics. While Twitter has claimed that Musk is inventing reasons to get out of buying the company, Musk's lawyers say that Twitter is the one holding back the deal by "dragging its feet" and providing insufficient data to the billionaire's requests.

In a reply filed Thursday in Delaware Chancery Court, Twitter calls Musk's reasoning "a story, imagined in an effort to escape a merger agreement that Musk no longer found attractive."

"The Counterclaims are a made-for-litigation tale that is contradicted by the evidence and common sense," Twitter's response says. "Musk invents representations Twitter never made and then tries to wield, selectively, the extensive confidential data Twitter provided him to conjure a breach of those purported representations."

At the same time, the response says, Musk also accused Twitter of breaching their agreement by "stonewalling" his information requests.

Representatives for Musk did not immediately return a message for comment Thursday, although Musk briefly talked about Twitter at Tesla's annual shareholders meeting Thursday.

He told an audience at Tesla's factory near Austin, Texas, that Twitter fit into the grand vision for his holding company. He said that since he uses Twitter a lot, with more than 100 million followers, he knows what to do with it.

"I do understand the product quite well," he said. "So I think I've got a good sense of where to point the engineering team at Twitter to make it radically better," he said.

Attorneys for Musk had wanted to file a public version of their answer and counterclaims in Delaware court Wednesday. But Twitter attorneys complained that they needed more time to review and potentially redact Musk's sealed filing, saying it refers "extensively" to internal Twitter information and data given to Musk.

Musk, the world's richest man, agreed in April to buy Twitter and take it private, offering $54.20 a share and vowing to loosen the company's policing of content and to root out fake accounts. Among other things, Musk said he would restore Trump — who was banned from Twitter following the January 6, 2021, riots at the U.S. Capitol — to the platform.

But Musk said in July that he wanted to back out of the deal, prompting Twitter to file a lawsuit to hold him to the "seller-friendly" agreement.

Musk says Twitter has failed to provide him enough information about the number of fake accounts on its service. Twitter argues that Musk, CEO of electric car maker and solar energy company Tesla Inc., is deliberately trying to tank the deal because market conditions have deteriorated and the acquisition no longer serves his interests.

Either Musk or Twitter would be entitled to a $1 billion breakup fee if the other party is found responsible for the agreement failing. Twitter wants more, however, and is seeking a court order of "specific performance" directing Musk to follow through with the deal.

___

Associated Press Writer Randall Chase contributed to this story from Dover, Delaware.

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