For a while, I’ve considered Elon Musk a putz, but didn’t think he was evil. Recently, I’ve changed my mind.
It seems he’s been hanging out too much with Peter Thiel, and now Musk is transitioning into one of those supervillains of the 21st C.E., like his good buddy Thiel.
Again, the Peter Thiel/Gawker model.
Yesterday Twitter Inc. sued Elon Musk in Delaware to hold him to his agreement to buy Twitter for $54.20 per share. Twitter’s lawyers are hoping for a quick trial in September, so that the deal can close on schedule in October. You can read Twitter’s complaint here. Here’s the gist of it:
Having mounted a public spectacle to put Twitter in play, and having proposed and then signed a seller-friendly merger agreement, Musk apparently believes that he — unlike every other party subject to Delaware contract law — is free to change his mind, trash the company, disrupt its operations, destroy stockholder value, and walk away. This repudiation follows a long list of material contractual breaches by Musk that have cast a pall over Twitter and its business. Twitter brings this action to enjoin Musk from further breaches, to compel Musk to fulfill his legal obligations, and to compel consummation of the merger upon satisfaction of the few outstanding conditions.
…The basic narrative beats will be familiar. Musk secretly bought a 9.1% stake in Twitter, violating securities laws in the process, then announced that stake and agitated to join Twitter’s board
…Musk announced that he wanted to buy Twitter because he thought there were too many spam bots. He sent in an unsolicited offer to buy Twitter, did no due diligence at all about spam bots, and asked Twitter for no representations about spam bots. He imagined that there were lots of spam bots, and he was eager to “defeat” them. And then the stock market went down, so now he is pretending that he was tricked into buying Twitter because they went around lying to him about how few spam bots there were. This pretext is bad