Twitter has lost its buyer. In a filing with the SEC this afternoon, Elon Musk’s attorneys indicated he has soured on the deal and is walking away.

As we’ve reported, Elon deciding to buy Twitter set everyone’s hair on fire and threw their shorts in a big knot. The tantrums of Twitter employees, people in the media, and politicians were something to behold. How DARE HE, a rich  billionaire who doesn’t suffer fools, make such a move. He’s the WRONG kind of rich person you know, as he doesn’t toe the elites line. He goes his own way, and boy howdy do they hate that. 

A few key items he required during the purchase due diligence process had Twitter clutching pearls and dragging their feet. 

How many Twitter users are actually spam bots?

How many Twitter users are being shadow banned?

How many Twitter users are banned, when they shouldn’t have been? 

And so on. Twitter dragged their feet until forced to pony up info. 

Twitter is blocking more than a million spam accounts each day, it has said as Elon Musk’s attempt to take over the company becomes more bitter.

The company provided more detail on the ways it is trying to reduce the automated accounts that are present on the platform, which are used to distribute spam and scams.

Elon Musk has repeatedly criticised the company for not doing enough on those automated accounts. And he has demanded more information on both the scale of the problem and the solutions for addressing it.

Twitter executives tried to give some of that information in a briefing that revealed new numbers and processes intended to stop the bots’ spread.

Evidently it was too little, too late for Elon Musk’s patience, as he’s now indicated he is pulling the plug on the deal. 

The letter he sent to the Twitter board is something to behold. It starts off thusly

While Section 6.4 of the Merger Agreement requires Twitter to provide Mr. Musk and his advisors all data and information that Mr. Musk requests “for any reasonable business purpose related to the consummation of the transaction,” Twitter has not complied with its contractual obligations. For nearly two months, Mr. Musk has sought the data and information necessary to “make an independent assessment of the prevalence of fake or spam accounts on Twitter’s platform” (our letter to you dated May 25, 2022 (the “May 25 Letter”)). This information is fundamental to Twitter’s business and financial performance and is necessary to consummate the transactions contemplated by the Merger Agreement because it is needed to ensure Twitter’s satisfaction of the conditions to closing, to facilitate Mr. Musk’s financing and financial planning for the transaction, and to engage in transition planning for the business. Twitter has failed or refused to provide this information. Sometimes Twitter has ignored Mr. Musk’s requests, sometimes it has rejected them for reasons that appear to be unjustified, and sometimes it has claimed to comply while giving Mr. Musk incomplete or unusable information.

Read it all. It’s quite a letter and certainly doesn’t paint Twitter in a good light. Then again, a lot of the Twitter employees threw childish tantrums over the potential purchase, so it didn’t surprise me that even the high level executives threw tantrums of their own by dragging their feet through the due diligence process. 

As a shareholder, I am hoping that @elonmusk just pays a hefty penalty to get out of the deal. As someone who uses @twitter, I don't want him owning the company.

— Richard Signorelli (@richsignorelli) July 8, 2022

Furthermore, there are other issues at play here with the deal, including the fact that Twitter wouldn’t provide a 2022 budget for review. A company that large SHOULD have a budget. The fact that they didn’t provide one tells me either they did, but the numbers were off, or they don’t have a budget. Which, for a company that size is a giant red flag. 

It's clear the purchase price was based on the number of actual users on Twitter. Elon Musk terminating the deal means Twitter does NOT tell the truth about it's numbers. Get ready for the ghost-banning and shadow-banning to ramp up now. @elonmusk #ElonMusk

— Joe Pags Pagliarulo (@JoeTalkShow) July 8, 2022

Elon Musk pulling out of the Twitter deal could be costly. For him and Twitter. 

Twitter has strong protections against Musk walking away from the deal, given that he signed a binding agreement to go through with the acquisition. Besides a $1 billion termination fee, the agreement includes a clause giving Twitter the right to seek “specific performance,” or relief that involves a court compelling Musk to carry out the deal. Musk pulling out could result in a lengthy legal battle.

This describes the last few months perfectly. 

2 months ago: "nooo Elon can't buy us!"
Today: "nooo Elon has to buy us!" pic.twitter.com/psGYSoT09A

— It's Just A Clump of Words (@k_ovfefe2) July 8, 2022

I do believe Twitter really stepped on a rake here by trying to play games with Elon Musk. And some realize it, although their lack of self awareness is stunning. 

New from me and @rjwile:

'I guess it feels like we won': Elon Musk says he is backing out of deal to buy Twitter

Including this incredible quote from a Twitter employee:https://t.co/qSX3H6pYHU pic.twitter.com/QRcijFP2ZY

— Ben Collins (@oneunderscore__) July 8, 2022

No guys, YOU destroyed the company from within with all your games. As for what is next? Stock up on popcorn folks, you’ll need it!

Feature Photo Credit: Original Artwork by Victory Girls Darleen Click