Mark your calendar for Mediaweek, October 29-30 in New York City. We’ll unpack the biggest shifts shaping the future of media—from tv to retail media to tech—and how marketers can prep to stay ahead. Register with early-bird rates before sale ends!
There have not been many tweets from Twitter employees discussing Elon Musk’s decision to back out of acquiring the company, and there’s a reason for that.
Once news broke late Friday of Musk’s about-face, Twitter general counsel Sean Edgett said in an email to employees, obtained by Mitchell Clark and Alex Heath of The Verge, “Given that this is an ongoing legal matter, you should refrain from tweeting, Slacking or sharing any commentary about the merger agreement. We will continue to share information when we are able, but please know we are going to be very limited on what we can share in the meantime. I know this is an uncertain time, and we appreciate your patience and ongoing commitment to the important work we have underway.”
Musk said in a letter filed with the Securities and Exchange Commission late Friday that Twitter has not provided him and his team with adequate information on the prevalence of bots and fake accounts on the social media platform, meaning that the deal was reached under “false and misleading representation.”
Twitter chairman Bret Taylor responded in a tweet, “The Twitter board is committed to closing the transaction on the price and terms agreed upon with Mr. Musk and plans to pursue legal action to enforce the merger agreement. We are confident we will prevail in the Delaware Court of Chancery.”
The dance between Musk and Twitter began when Musk purchased 9.2% of Twitter’s stock March 14, although he did not file a Schedule 13G form with the SEC until April 4.
The day after the Schedule 13G was revealed, Musk was added to Twitter’s board of directors, only to inform CEO Parag Agrawal April 10 that he would not join the board after all.
Twitter revealed April 25 that it officially entered into an agreement to be acquired by an entity wholly owned by Musk, with the transaction valued at approximately $44 billion, or $54.20 per share in cash, which would make Twitter a private company upon closure of the deal.
Musk revealed in an SEC filing May 5 that he would serve as Twitter’s interim CEO once the transaction closed.
The Federal Trade Commission said the following day that it was conducting an antitrust review of the agreement over concerns that free speech could be threatened.
A 5:44 a.m. ET tweet from Musk May 13 questioned Twitter’s assertion that spam and fake accounts represent fewer than 5% of its monetizable daily active users.
Agrawal responded in a lengthy tweet thready 16, in which he admitted that spam affects Twitter’s user experience, noted that the platform suspends more than 500,000 spam accounts per day and added, “Unfortunately, we don’t believe that this specific estimation can be performed externally, given the critical need to use both public and private information (which we can’t share). Externally, it’s not even possible to know which accounts are counted as mDAUs (monetizable daily active users) on any given day.”
Musk then replied with the poop emoji heard round the tech world.
In June, Musk threw something a little more substantial than a poop emoji at Twitter, sending a letter to the company, also filed with the SEC, in which he threated to cancel the acquisition due to his uncertainty about the extent of fake accounts, bots and spam on the platform.
Twitter responded last month by providing access to its full firehose of data, encompassing roughly 500 million tweets per day, but this was not enough to satisfy Musk and his team.
