the money game

Elon Musk Is Already Losing His Court Battle With Twitter

Photo: Liesa Johannssen-Koppitz/Bloomberg via Getty Images

When it comes to getting out of spending $44 billion to buy Twitter — a deal Elon Musk elected to do, voluntarily, just three months ago — the richest man on earth has tried to draw a legal foul from the social-media company over the number of spambots on the platform, then, after attempting to blow the deal up entirely, tried to meme himself out of it. Since then, Twitter sued to make him buy the company anyway, and Musk has tried to delay the trial until next year. On Friday, Musk got dealt another setback, when the Delaware Chancery Court agreed with Twitter to set an expedited five-day trial starting October 17 to determine whether Musk will have to spend $44 billion that he doesn’t want to spend on a company he doesn’t want anymore.

The date is important because there is, according to the suit filed July 12, a “drop-dead” date of October 24 to consummate the deal. After that, it would be easier for Musk to terminate the acquisition. He hasn’t formally responded to the lawsuit except to request a later trial, a strategy that his lawyers requested because they wanted more time to make the case that Twitter wasn’t accurately reporting how many bots are on the platform.

This is the case he has been making repeatedly, and it’s one that’s gotten plenty of support from his many fans on the internet. Just look at the replies to this meme, which is, as far as anyone can tell, the best preview of his legal strategy. But Delaware Chancery Court is not the place for memes, and the judge who will be deciding this case, Chancellor Kathaleen McCormick, has a record for forcing companies to spend money on deals they no longer want. (The legal term for this is specific performance.)

Late Friday, Musk filed a 164-page counterclaim against Twitter, but the document is under seal and not publicly viewable, at least for the time being. There will be plenty to keep his legal team busy in the interim. The order from McCormick is kind of funny from a legal perspective, since she makes it clear that the alleged shenanigans from Musk that have led to this whole mess, like demanding loads of apparently irrelevant data in order to scuttle the deal, won’t fly before the court. Until then, the Twitter shareholder meeting to formally approve the deal is on September 13, and Musk, who owns a little less than a tenth of the company, could always try to persuade other shareholders to torpedo the whole thing and save him from buying it.

This post was updated to include Musk’s late filing of a counterclaim against Twitter.

Elon Musk Is Already Losing His Court Battle With Twitter