Elon musk twitter assessment of bots Elon Musk has formally and forcefully reiterated his assertion that Twitter Inc. has a serious bot problem and threatened to walk away from a deal to buy the company if the social network doesn’t do more to prove its users are real people .
Legal experts have widely speculated that Musk is using the bot issue as an excuse to walk away or renegotiate the deal, which is looking better for Twitter as the broader market tumbles in recent weeks.
In a securities filing on Monday, Musk said he believed Twitter violated their agreement by failing to meet his demands for more information about spam and fake accounts. But the deal is happening behind the scenes, according to people familiar with the matter.Twitter’s assessment of bots Two people, who were not authorized to speak publicly, said the two sides had been meeting regularly and sharing information.
“He’s racing against time here — he’s trying to create a written lead,” said Andrew Freedman, a partner at law firm Olshan Frome Wolosky LLP and an expert on activist investing. “Unfortunately for Musk, the termination clause in the merger agreement does not allow buyer remorse.”
Last month, Musk said he would “put on hold” the deal until the social media giant can demonstrate that bots make up less than 5 percent of its users, as the company said in public filings. Musk estimates that fake accounts account for at least 20% of all users.
But Twitter said it did share information with Musk on how to count the number of spam accounts on the service, and executives told employees that Musk couldn’t just put the deal on hold because the two sides had already signed a merger agreement. On Monday, the company reiterated that it would hold Musk accountable for the terms of his proposed $44 billion takeover, a sign that even the company believes he may be trying to sabotage the deal.
Twitter said in a statement that it “has and will continue to work with Musk to share information.” The company said it believes the transaction is in the best interests of all shareholders and intends to “complete the transaction and execute the merger agreement at the agreed price and terms.” If Musk tries to walk away from the acquisition, Twitter could try to sue Musk to close the deal.
“The Twitter board is going to get fed up with this and file a lawsuit in Delaware and say, ‘I want a declaratory judgment saying I didn’t violate the agreement and Musk has to get the deal done,'” Brian said. Quinn is Professor of Mergers and Acquisitions at Boston College Law School. “This will be the next step for Twitter.”
Shares of Twitter fell 1.49% on Monday, signaling growing doubts that Musk will finalize an offer of $54.20 a share and further widening the gap between market expectations and the billionaire’s price. Shares have barely risen above $50, and only briefly, since Musk proposed the takeover on April 14. The deal closed at breakneck speed, in part because Musk passed up the chance to check Twitter’s financials.
Twitter CEO Parag Agrawal has publicly argued with Musk over bots on Twitter. Agrawal has said the company had human reviewers look at “thousands of accounts” to determine the prevalence of bots, but added he couldn’t share more details due to privacy concerns. “Unfortunately, given the pressing need to use both public and private information, we do not believe that such specific estimates can be made externally,” Agrawal wrote in May.Twitter’s assessment of bots
In Monday’s filing, Musk strongly disagreed with Twitter’s assessment of bots.
In a letter to Twitter’s lead lawyer Vijaya Gadde, Musk’s lawyers wrote: “Twitter’s latest offer is simply to provide more details about the company’s own testing methods, whether through written materials or oral explanations, which is tantamount to Deny Mr. Musk’s request for data.” “Twitter’s attempt to characterize it in other ways is just an attempt to obfuscate and obfuscate the issue. Mr. Musk has made it clear that he does not believe the company’s lax testing methods are adequate, so he must Do your own analysis. The data he’s asking for is necessary to do so.”
Musk argued that the company’s refusal to provide more information was a “clear and material breach of Twitter’s obligations under the merger agreement, and Mr. Musk reserves all rights arising therefrom, including his right not to complete the transaction and to terminate the merger agreement. ”
Such filings are not legally necessary, said Jill Fisch, Twitter’s assessment of bots a business and legal expert at the University of Pennsylvania’s Carey School of Law. “This is his use of the SEC filing to gain access to the capital markets through this statement.”
Complicating Musk’s claims, however, is that he had been publicly complaining about Twitter’s bots before he offered to buy the company.
“He’s clearly aware of the robotics problem — and he’s open to it as a problem he wants to solve, an area of value creation,” Friedman said. “He may have to show that Twitter’s approach was reckless or negligent” to force the company to renegotiate the deal.
The proposed acquisition includes a breakup fee of $1 billion for each party, but Musk can’t just pay the fee and walk away. According to the original filing, the merger agreement included a specific performance clause that would allow Twitter to force Musk to close the deal. That could mean that if the deal ends up in court, Twitter could get an order requiring Musk to complete the merger, rather than winning monetary damages for any violations.Twitter’s assessment of bots
Musk’s attorney, Mike Ringler of Skadden, Arps, Slate, Meagher & Flom, said Twitter had to cooperate by providing the requested data so Musk could secure the debt financing needed to close the deal.
Quinn said the claim was also complicated by the fact that many financial institutions had already handed over commitments to Musk for debt financing.
Musk’s experience with a robot on the platform may not be the same as most. Twitter’s assessment of bots Those who designed automated accounts programmed them to follow popular users on the site so they blended in and looked more human. Musk, who has 96 million followers, likely attracts a higher percentage of bots than most users. His image was also used by cryptocurrency accounts for scams.
While many outside estimates put some Twitter bots above the company’s claimed 5 percent threshold, their assessments and methods vary. Andrea Stroppa, a former data consultant at the World Economic Forum and a veteran of online counterfeiting, estimates that bot accounts have accounted for about 10 percent of Twitter’s global audience over the past nine years.
The rate was as high as 20 percent for some specific topics, such as cryptocurrencies, and more than 30 percent for accounts engaged in certain conspiracy theories, the researchers said.
“There’s a lot of money on the table, so he has to have a lot of evidence to make Twitter worth giving up and not fighting for the original price,” said Ann M. Lipton, associate professor of business law and entrepreneurship at Tulane University in New Orleans. It could be “an ugly court battle”. India vs south africa t20 : Puts Out A – Tweet | india vs south africa t20 2022 , The Delhi T20I Series Opener