Twitter said Tuesday that it is suing Elon Musk to force him to complete the $44 billion acquisition of the social media company.
Musk and Twitter have been preparing for a legal fight since the billionaire said Friday he was backing out of his April deal to buy the company.
Twitter’s lawsuit begins with a blunt accusation that “Musk is refusing to fulfill his obligations to Twitter and its shareholders because the agreement he signed no longer serves his personal interests.”
“Having put on a public show to put Twitter on the line, and proposed and then signed an amicable merger agreement with the vendor, Musk apparently believes that he, unlike any other party subject to Twitter contract law, Delaware, you are free to change your mind, trash the company, discontinue operations, destroy shareholder value, and walk away,” the lawsuit says.
Twitter filed its lawsuit in the Delaware Chancery Court, which frequently handles business disputes between the many corporations, including Twitter, that are incorporated there.
Musk alleged on Friday that Twitter did not provide enough information about the number of fake accounts on its service. Twitter said last month that it was making a “fire hose” of raw data from hundreds of millions of daily tweets available to Musk.
The company has said for years in regulatory filings that it believes around 5% of accounts on the platform are fake. Musk also alleges that Twitter broke the acquisition deal when it fired two top managers and laid off a third of its talent acquisition team.
When Musk offered to buy the company and take it private in mid-April, the board initially tried to block him by deploying a financial maneuver that would have made the acquisition prohibitively expensive.
However, by April 25, Twitter had reconsidered the offer, concluding that selling the company to Musk for $54.20 a share was in the best interest of shareholders. In a joint press release, Musk vowed to “unlock” the social media company’s potential by relaxing restrictions on speech and cracking down on fake accounts.
But his confidence did not last long. Shares of Tesla, Musk’s main source of wealth, plunged amid a stock market sell-off in May, and Musk soon seemed less than enthusiastic about his ownership of Twitter.