Back in April, Elon Musk made a $US44 ($61) billion offer to buy Twitter before he decided in July that he wanted to cancel the deal. But that’s not how it works when you’ve already made a legally binding commitment. And a new court filing from Twitter pokes hole after hole in every complaint the Tesla CEO has made about the purchase agreement.
Twitter sued Musk last month, explaining that he was still on the hook to fork over all that cash. Musk countersued and submitted explanations for why he didn’t want the social media company anymore and Twitter has responded to those claims in a court filing in Delaware unsealed on Thursday.
Twitter didn’t pull any punches in the 127-page filing, walking right up to the line of calling Musk an idiotic liar without actually using those words. But they were damn close.
“The Counterclaims are a made-for-litigation tale that is contradicted by the evidence and common sense,” Twitter said in the new court filing. The company called his complaints “factually inaccurate, legally insufficient, and commercially irrelevant.”
“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. Yet Musk simultaneously and incoherently asserts that Twitter breached the merger agreement by stonewalling his information requests,” the social media company continued.
The legal beatdown continued from there, eviscerating Musk’s claims about the number of bots on Twitter and the number of active users on the platform — the two big issues the billionaire takes with the deal.
Whatever excuses Musk can come up with, he signed an agreement to buy the company at a given price and waived any due diligence. Twitter could have thousands of bodies buried underneath its headquarters in San Francisco and that still wouldn’t change the fact that Musk decided to he had any substantive questions after he signed on the dotted line. He said he’d buy Twitter, as-is and without refunds.
The following screenshots are directly from Twitter’s court filing on Thursday, sometimes including Musk’s original claims along with Twitter’s response. There are also annotations made by Gizmodo to highlight the truly amusing elements, such as the fact that Musk is now complaining about the number of active users on the site, but failed to attend a meeting about that very topic. Or that Musk’s way of calculating bots on the platform identified his Twitter account as a likely bot.
There are plenty of funny pieces to go around when you’re dealing with the world’s wealthiest shitposter.
The tool Musk used to calculate bots on Twitter listed Musk’s account as a likely bot.
Musk undertook no due diligence before the agreement.
Musk didn’t even mention the bots until recently.
Musk is just playing games.
Musk is asking for a lot of information after already agreeing to the deal. That’s not how it works.
Musk is using a generic web tool to estimate bots, which is ridiculous and unscientific.
Musk is really hanging his argument on bots and the number of daily active users (mDAU) because he doesn’t have anything else.
Musk simply didn’t anticipate that his weird stunt would be so financially risky.
There are several responses to Musk’s claims where Twitter’s lawyers basically just tell the judge to read the original agreement — the legal equivalent of a sports team’s fans shouting “scoreboard” at the opposing team.
Seriously, half the responses seem to be Twitter saying “that’s not what Musk agreed to.”
Twitter said, in so many words, that Musk invented these bullshit excuses as a way to get out of the deal.
The number of Twitter users fluctuate from year to year, something Twitter never denied because it gave Musk the data he asked for.
Musk didn’t even attend a meeting about the number of active users on the platform.
Musk’s method for estimating the number of bots on Twitter is less accurate precisely because there’s no human review.
Twitter offered to meet with Musk several times about his concerns but he refused.
The bot detection tool Musk used, Botometer, is severely flawed, according to the maker’s own website.
The Botometer doesn’t even use Twitter’s definition of fake accounts.
Musk doesn’t really understand the business side of Twitter.
Twitter hints it might sue for defamation if Musk keeps running his mouth about the company.
Musk only retroactively cited a concern over conflict with the Indian government as a reason for pulling out of the deal.
