Thursday, October 27, 2022

A timeline of Elon Musk's 10-month chaotic saga to buy Twitter, from him tweeting a poop emoji at the CEO to becoming the company's new owner

Elon Musk handcuffed to Twitter logo 4x3
  • Elon Musk's will-he-won't-he dance to buy Twitter has been going on for months.
  • Both parties were ensnared in lawsuits that could have turned into a long, ugly legal battle.
  • Musk formally closed a deal on Thursday for $44 billion or $54.20 per share.

The chaotic saga between Elon Musk and Twitter came to end on Thursday.

Just a day before his deadline to close a deal, Musk purchased the social media company for a staggering $44 billion — one of the largest acquisitions of a tech company in history.

Musk recently changed his Twitter bio to "Chief Twit" and marked his location as "Twitter HQ."

The deal comes ten months after a dizzying series of events, which first began in January when Musk bought up Twitter shares.

If you're hazy on some of the events within that time period, we've compiled a full timeline of developments, from Musk tweeting a poop emoji at CEO Parag Agrawal to Twitter and Musk suing each other.

In January, Musk began purchasing Twitter shares on an almost daily basis, records show.
Elon Musk
Elon Musk

By March 14, Musk had a 5% stake in the social media company — a threshold that the US Securities and Exchange Commission (SEC) deems large enough to require a public disclosure.

The Washington Post estimates that the Tesla CEO saved about $156 million, or 30%, by delaying disclosure until after the SEC's March 25 deadline and buying the stock at a lower price.

The billionaire did not reveal his stake until April 4 when he had amassed about 9.2% of Twitter's shares.
Elon Musk.

The next day, Twitter told the SEC it intended to appoint Musk to its board of directors.

On April 10, news surfaced that Musk had chosen not to join the board.
twitter parag agrawal
Twitter CEO Parag Agrawal.

Twitter CEO Parag Agrawal announced on Twitter that the billionaire had decided not to join the board after the Tesla CEO had spent weeks tweeting about his ideas for Twitter, including discussing turning the company's headquarters into a homeless shelter or adding an edit button.

"I believe this is for the best," Agrawal said.

On April 14, Musk offered to buy the company for $54.20 per share.
Elon Musk speaks at an oil and gas conference in Stavanger, Norway on Monday.
Elon Musk speaks at an oil and gas conference in Stavanger, Norway.

The deal valued the company at $44 billion.

Twitter threw up a corporate defensive measure called a poison pill designed to stop Musk's hostile-takeover attempt.

The next week, however, Twitter’s board accepted Musk’s offer.
Elon Musk

In accepting the deal, Musk waived all due diligence — relinquishing his right as a buyer to further investigate the state of the company ahead of acquiring it.

On May 13, the billionaire tweeted that the deal was “on hold”
Parag Agrawal and Elon Musk
A side-by-side image of Agrawal and Musk.

He posted that tweet as his team investigated the company's claim that less than 5% of its accounts are fake and spam.

Agrawal posted a thread on Twitter explaining how the company settled on that 5% figure. Musk responded to the thread with a poop emoji.

The next month, Musk filed a complaint with the SEC.
A picture of Elon Musk from the shoulders up. He's wearing a black t-shirt and clasping his left hand to his head with a calm expression on his face.
Elon Musk.

He claimed that Twitter was "actively resisting and thwarting [Musk's] information rights." In the letter, he threatened to abandon the purchase agreement and said he had the right not to see the deal through.

In response, Twitter said it gave Musk full access to its "firehose" of data.
Elon Musk

The billionaire also attended his first all-hands meeting with the company's staff.

On July 8, Musk's legal team notified the SEC that he planned to walk away from the merger.
Twitter headquarters in San Francisco.
Twitter headquarters in San Francisco.

Twitter's board said it would take legal action to enforce the original agreement.

Source: SEC

 

Twitter fired back on July 12 by suing Musk and accusing him of “refusing to honor his obligations.”
Twitter CEO Parag Agrawal at left and Tesla and SpaceX CEO Elon Musk at right

In the first pretrial hearing, on July 19, Twitter scored its first win against Musk after the judge agreed to an expedited five-day trial in October.

"The longer the merger transaction remains in limbo, the larger a cloud of uncertainty is cast over the company," Chancery Court Judge Kathaleen St. J. McCormick said.

On August 4, Musk countersued Twitter.
Elon Musk
Elon Musk.

Musk alleged the company is operating a "scheme to mislead investors about the company's prospects."

In the countersuit, Musk's team argues he is entitled to drop the deal because he claims Twitter is intentionally "miscounting" the number of spam accounts on its platform.

Over 100 subpoenas were then served across both sides.
Marc Andreessen smiles during a conference panel.
Venture capitalist Marc Andreessen is among those who were subpoenaed.

Some of Musk's closest associates, as well as Twitter founder Jack Dorsey, were included.

Then came the whistleblower.
A side-by-side composite image of Twitter whistleblower Peiter Zatko (left) and Elon Musk (right).
Peiter Zatko (left) and Elon Musk.

On August 23, The Washington Post published an explosive 84-page whistleblower complaint from renowned hacker and former Twitter security chief Peiter Zatko.

In the complaint, the security chief — better known as "Mudge" — accused the company of "lying" to Elon Musk about spam accounts on its site, and having poor security practices that could violate a previous FTC settlement agreement.

A Twitter spokesperson said the claims are "riddled with inaccuracies" and that Zatko was fired for "ineffective leadership and poor performance."

Within a week, Musk's legal team subpoenaed Zatko.
A man with grey hair, beard, and glasses stands behind a glass wall staring off into the distance.
Ex-Twitter security chief Peiter Zatko.

His team also filed a motion to amend its countersuit to include the whistleblower's allegations.

In the second pre-trial hearing, in August, Musk's team scored a small win when the judge partially granted Musk's demand for Twitter to produce more data on scam accounts.

However, the judge called the billionaire's original request for "trillions upon trillions" of data points "absurdly broad."

On September 7, Musk took another loss in a pre-trial hearing after the judge denied his request to delay the trial.
Elon Musk, Tesla CEO, attends the opening of the Tesla factory Berlin Brandenburg in Gruenheide, Germany
Elon Musk.

The judge allowed the billionaire to amend his countersuit to include allegations from Twitter's whistleblower, but she had some harsh words for his legal team — calling their efforts to cooperate with Twitter's discovery process "suboptimal."

During the hearing, it was revealed that Musk had told a banker at Morgan Stanley to "slow down" the deal in May.
Elon Musk making a grimace and pointing a finger.
Musk asked Tesla executives to stop recruiting.

That happened well before he officially said he planned to back out of the purchase. The billionaire said he wouldn't want to buy the company "if we're heading into World War 3" with Russia.

Source: Insider

Twitter slammed Musk's third attempt to get out of the deal as "invalid and wrongful."
Elon Musk/Twitter

In a letter to the social media company, Musk's legal team argued that Twitter had breached its agreement with Musk in allegedly offering Zatko a $7.75 million severance package.

Source: Insider

On September 13, Twitter's shareholders were expected to approve Musk's original $44 billion purchase agreement
Elon Musk
Experts say Musk's teflon-like ability to evade repercussions is due to a complex interplay of exceptionalism, a fierce cult-like fandom, and a culture of "billionaire worship."

That put the fate of the deal entirely in the hands of the court case, which was set for a five-day trial in October.

Zatko appeared before Congress on September 13.
peiter zatko
Peiter “Mudge” Zatko, former head of security at Twitter, testifies before the Senate Judiciary Committee on data security at Twitter, on Capitol Hill, September 13, 2022.
In a surprise twist, Musk told Twitter that he would buy Twitter at his original offer of $44 billion dollars.
Elon Musk attends The 2022 Met Gala.
Elon Musk attends The 2022 Met Gala.

Choosing to close a deal with Twitter would avoid what could have been a lengthy legal battle in a Delaware court.

Twitter at the time said in a statement to Insider that it would continue to seek to close a transaction at $54.20 per share, Musk's original offer.

A Delaware judge gave Musk a deadline of October 28 to complete the deal.

Musk visited Twitter's headquarters in San Francisco and changed his Twitter bio to "Chief Twit."
Twitter logo on building
Twitter headquarters in San Francisco, California.

On Wednesday, two days before the Friday deadline to close the deal, Musk posted a video on Twitter of him visiting the company's headquarters in San Francisco.

"Entering Twitter HQ — let that sink in," he wrote.

He has also since changed his Twitter bio to read "Chief Twit," with a location marked "Twitter HQ," suggesting a deal is near completion.

Anonymous Twitter employees told The New York Times that Musk has plans to attend several meetings this week and will address the company's employees on Friday.

Musk purchases Twitter and immediately fires top executives, including the company's CEO
Elon Musk
Elon Musk.

Sources told Insider that Twitter and Musk formally closed a deal on Thursday for $44 billion or $54.20 per share.

The same evening, sources said Musk fired at least two top executives: CEO Agrawal and CFO Ned Segal.

The New York Times reported that Vijaya Gadde, a legal and policy executive, and Sean Edgett, the general counsel, were also ousted.

Read the original article on Business Insider


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