Twitter denies Elon Musk’s third attempt to invalidate the takeover

He puts Twitter in the basket .. But does he really abide by the merger agreement and acquire it?

As the saying goes: if at first you don’t succeed, try again. and again. Elon Musk made a third attempt to hold back for him Messy, ongoing acquisition of $44 billion Twitter on Friday. company He turned around and denied the prosecution on Monday.

The richest man on earth claimed that Twitter $7 million payout To the former CEO (and whistleblower), Peiter “Mudge” Zatko, after leaving the company’s head of security, was in violation of their merger agreement.

in e-mail To Twitter filed with the Securities and Exchange Commission, Musk’s legal team wrote:

In Section 6.1(e) of the Merger Agreement, Twitter promises that between signing and closing it will not “grant or provide any payment or termination or termination benefits to any Corporate Service Provider other than as required under the Company’s existing benefit plans… payment or benefits Termination of service in the normal course of business consistent with prior practices and subject to the execution and non-cancellation of the waiver of claims in favor of the Company and its affiliates.” The definition of “company service provider” includes former Twitter employees. Under Section 7.2(a) of the Merger Agreement, Defendants are not required to close if Twitter does not “perform or comply, in all material respects, with its obligations under this Agreement.”

In response, the company Give their own speech with SEC. Twitter’s lawyers wrote: “As was the case with both of the alleged termination notices of July 8, 2022 and August 29, 2022, the alleged termination set forth in the September 9, 2022 letter is invalid and unlawful under the Agreement.”

The company has continued to claim Misk and its “parties” have breached the merger agreement multiple times, and that the purchase contract remains in effect. “Twitter once again demands that Mr. Musk and the other Al-Muski parties comply with their obligations under the agreement,” his lawyers wrote.

Previously, Musk’s legal team attempted to invalidate the takeover by claiming that the same whistleblower Zatko complaint violated the terms. And before that, Musk claimed that number of robots On the platform was the reason to end the purchase via Twitter.

Neither attempt proved effective immediately, and Twitter responded to the first attempt by litigation musk Delaware Court. In that ongoing lawsuit, the defendants recently succeeded in filing a petition to include Zatko’s complaint in their case. The whistleblower has been called to testify at the trial, which is set to last five days starting October 17.

But (thankfully?) we won’t have to wait until then for more Musk/Twitter drama. a Shareholder in a private company The meeting is scheduled for Tuesday (i.e. tomorrow) at 10 am. Pacific / 1 p.m. Eastern. At the meeting, all Twitter contributors will be asked to vote for or against Musk’s acquisition of the platform. Shareholders would earn a lot, if the merger takes place, specifically $54.20 per share in the company, which is about 30% higher than current market value.

The protracted and highly publicized legal battle between Musk and Twitter has had clear consequences for the company. The unresolved question of whether or not to merge has sent shockwaves through the social media site’s stock values ​​and led to layoffs Beside Some employees resign on their own.