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Texts released ahead of Twitter trial show Elon Musk assembling the deal
SpaceX founder Elon Musk during a T-Mobile and SpaceX joint event on August 25, 2022 in Boca Chica Beach, Texas.
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Michael Gonzalez
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Elon Musk's takeover of Twitter went down via private text messages between the Tesla CEO and a small circle of Silicon Valley's rich and powerful, plus their underlings, advisers and a handful of reporters, politicians and aspiring dealmakers.
The messages were part of court filings and revealed Thursday as part of the pre-trial discovery process in the court battle over whether Musk has to follow through on the merger agreement he signed to buy Twitter. Twitter and Musk are due in court Oct. 17.
The stream of messages includes Musk's exchanges with Twitter founder Jack Dorsey, current CEO Parag Agrawal, Oracle co-founder Larry Ellison, and many more.
The court documents show Musk making overtures to Twitter, discussing the importance of free speech, workshopping ideas on how to improve the platform, assembling the financing for the deal, and then deliberating over how to make the struggling company profitable.
Ann Lipton, a professor of business law at Tulane University, says some corporate cases yield "juicy and embarrassing internal emails." But Twitter's case is extra entertaining because Musk is such a colorful figure and Twitter is a high profile company with outsize influence.
Jack Dorsey, who founded Twitter and stepped down in November 2021, discussed taking Twitter private with Musk in late March.
An excerpt from selected text messages submitted as evidence in Twitter's lawsuit against Elon Musk.
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Delaware Chancery Court records
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Musk quickly amassed enough stock to add up to a 9% stake of Twitter.
Congratulations poured in from all over, with many people eager to support his ventures and collaborate with the world's richest person.
He told investor Antonio Gracias, "Free speech matters most when it's someone you hate spouting what you think is bull****."
Gracias replied, "You are totally right. I 100% agree with you."
An excerpt from selected text messages submitted as evidence in Twitter's lawsuit against Elon Musk.
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Delaware Chancery Court
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Musk at first declined a seat on the board, then accepted a day later and immediately proposed to Agrawal that the platform "unwind permanent bans on users."
The two bonded over being former engineers and current CEOs, their time spent coding in the trenches and their appreciation for technical aptitude.
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"Treat me like an engineer instead of a CEO," Agrawal told Musk.
"Frankly, I hate doing mgmt (management) stuff. I kinda don't think anyone should be the boss of anyone. But I love helping solve technical/product design problems," wrote the cofounder of six companies.
An excerpt from a selection of text messages provided as evidence in Twitter's lawsuit against Elon Musk.
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Delaware Chancery Court
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Just two days later, after Musk publicly asked if Twitter was dying and a phone conversation referenced in the messages, Agrawal scolded Musk.
"It's my responsibility to tell you that it's not helping me make Twitter better in the current context," he wrote. Musk replied that he wouldn't join the board and planned to take Twitter private.
An excerpt from a selection of text messages submitted as evidence in Twitter's lawsuit against Elon Musk.
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Delaware Chancery Court
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Dorsey vouched for Agrawal and tried to repair the relationship with a video meeting in late April. But Musk and Agrawal couldn't patch things up.
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Dorsey dryly commented to Musk, "At least it became clear that you can't work together. That was clarifying."
The messages show Silicon Valley movers and shakers falling over themselves to get in on the Twitter deal. Investor Joe Lonsdale endorsed Musk's proposal to make Twitter's algorithm open source and promised to talk it up at a Republican policy retreat.
Podcaster Joe Rogan wrote to him, "Are you going to liberate Twitter from the censorship happy mob?"
Musk replied that he would "provide advice, which they may or may not choose to follow."
Musk fielded kudos, queries and pitches from journalists, politicians, investors and confidants.
With that many friends, the only thing Musk needed was enough money to fund his bid to buy Twitter.
He reached out to Oracle's Larry Ellison, who offered a billion dollars. Musk asked for double.
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An excerpt from a selection of text messages submitted as evidence in Twitter's lawsuit against Elon Musk.
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Delaware Chancery Court
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The cache of text messages is revealing, but legal experts who are watching the case closely say there's more entertainment value than new legal evidence.
"I'm not seeing anything we didn't know already that's legally relevant. There are some fairly damning things in there but stuff that had been made public previously," said business law expert Ann Lipton of Tulane University, noting that Twitter's original legal complaint from July cited Musk's text to Twitter chair Bret Taylor.
"Purging fake users will make the numbers look terrible," Musk wrote.
An excerpt from a selection of text messages submitted as evidence in Twitter's lawsuit against Elon Musk.
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Delaware Chancery Court
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The text messages support the idea that his interest in the platform was based on its role in public debate and free speech issues, not because he thought he could make the company profitable, Lipton said.
Musk's legal team has had a rough week in court.
At a Tuesday hearing Twitter's lawyers said Musk and his financial adviser Jared Burchall destroyed evidence – automatically disappearing Signal messages – about his reasons for wanting to get out of the deal, and asked the judge to formally sanction Musk.
Twitter also showed that Musk's own data scientists mostly confirmed the company's estimates about how many human users versus spam accounts are on the platform, which is key to his argument.
The texts provide a rare look at how deals happen in a small circle of tech elites with unimaginable personal wealth and vast sums to invest.
Twitter's lawsuit against Musk goes to trial in the Delaware Chancery Court on October 17. If the judge rules against him, he'll be forced to buy Twitter for $44 billion dollars.
Long before the deal went south and ended up in court, Musk foreshadowed that possibility. ," He texted investor Jason Calacanis that if that comes to pass, "I will be universally beloved, since it is so easy to please everyone on Twitter."
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