1 of 3 | Lawyers for Elon Musk (pictured) say Twitter is "actively resisting and thwarting his information rights," according to a letter addressed to the social media platform Monday. File Photo by John Angelillo/UPI |
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June 6 (UPI) -- Lawyers for Elon Musk say Twitter is "actively resisting and thwarting his information rights," according to a letter addressed to the social media platform's Chief Legal Officer Vijaya Gadde Monday.
At issue in the letter, which is also filed with the Securities and Exchange Commission, is the number of fake or spam accounts currently on the platform and Twitter's reluctance to disclose that information.
"If Twitter is confident in its publicized spam estimates, Mr. Musk does not understand the company's reluctance to allow Mr. Musk to independently evaluate those estimates," Musk's attorney Mike Ringler writes in the letter.
"As Twitter's prospective owner, Mr. Musk is clearly entitled to the requested data to enable him to prepare for transitioning Twitter's business to his ownership and to facilitate his transaction financing. To do both, he must have a complete and accurate understanding of the very core of Twitter's business model -- its active user base. ... At this point, Mr. Musk believes Twitter is transparently refusing to comply with its obligations under the merger agreement, which is causing further suspicion that the company is withholding the requested data due to concern for what Mr. Musk's own analysis of that data will uncover."
Musk's lawyers close by calling Twitter's refusal to share the information a "clear material breach" and issuing a reminder that Musk retains the right to pull out of the deal.
"This is a clear material breach of Twitter's obligations under the merger agreement and Mr. Musk reserves all rights resulting therefrom, including his right not to consummate the transaction and his right to terminate the merger agreement," the letter states.
It also assures Twitter Musk and anyone else viewing the requested data, would agree to be bound by a non-disclosure agreement, regardless of whether the deal is completed.
The billionaire Tesla founder is attempting to purchase the social media platform and take it private in a $44 billion acquisition. But the number of possible fake accounts remains a sticking point.
"If our twitter bid succeeds, we will defeat the spam bots or die trying!" Musk Tweeted in April.
"And authenticate all real humans."
Shares of Twitter were down 3.36% and trading at $38.77 at 10:54 a.m. EDT Monday.
