Twitter claims Elon Musk bailed from sale with 'invalid and wrongful' reasons

Tesla chief seemingly responds with ... a Chuck Norris meme that shows all the brilliance of the CEO mindset

Twitter has fired back at Elon Musk's allegations the microblogging network is in breach of its agreement to be acquired, claiming the billionaire is the one at fault and vowing to see the deal through to a conclusion.

That stance emerged today in a regulatory filing [PDF] that includes a letter from Twitter's lawyers to Musk's legal team.

The key section of that missive asserts the Tesla mogul's rationale for backing out of the $44 billion acquisition was "invalid and wrongful, and it constitutes a repudiation of their obligations under the agreement."

Musk's core reason for walking away from the deal was his claim that Twitter did not provide enough information for him to understand the true state of the business – in particular its financial projections and how many users are bots, spammers, or otherwise inauthentic.

Twitter's filing rejects that allegation. The biz had insisted fewer than one in 20 of its monetizable daily active users is a bot or spam account, a figure Musk claimed he had trouble believing.

"Contrary to the assertions in your letter, Twitter has breached none of its obligations under the agreement, and Twitter has not suffered and is not likely to suffer a company material adverse effect," the submission stated, in response to Musk's letter at the end of last week signaling his termination of the takeover deal.

Musk also argued that Twitter had not only broken the sale agreement, this effectively represented a unilateral termination that justified his own decision to walk away from it all.

Twitter, unsurprisingly, disagrees.

"The purported termination is invalid for the independent reason that Mr Musk and the other Musk Parties have knowingly, intentionally, wilfully, and materially breached the agreement," the filing states.

Another Twitter filing [PDF] reproduces board chair Bret Taylor's tweet in which he vowed to pursue the sale agreement in court. That would mean Musk coughing up a promised break-up fee of $1 billion if he quits the deal, or paying $54.20 a share for a website that's currently trading at about $32.65 apiece.

Musk's response to that appears to have been a meme of himself laughing at the prospect of facing Twitter in court, since in that forum he feels he will finally gain access to the very data he has sought about the company's users.

The SpaceX supremo's most recent tweet, published at a time that suggests he was aware of Twitter's filing, is below.

pic.twitter.com/mvVUR4doqB

— Elon Musk (@elonmusk) July 11, 2022

The Register understands it depicts a character called Malenia, a particularly difficult boss from the video game Elden Ring.

What an insight into high-level CEO thinking that is! As are the pair below, which The Register understands depicts Chuck Norris and his ability to win against overwhelming odds.

Chuckmate

— Elon Musk (@elonmusk) July 11, 2022

A quick reminder: Norris rose to fame as an actor of sorts. Twitter is alleging Musk is also happier with fiction. ®