Musk and Twitter may come to an agreement to end the litigation and close the acquisition soon, the source says

WILMINGTON, Del., Oct 5 (Reuters) – Elon Musk and Twitter Inc ( TWTR.N ) could agree to end their lawsuit in the coming days, clearing the way for the world’s richest person to end their deal of $44 billion for the social media company, a source familiar with the matter told Reuters.

Musk, who is also the chief executive of electric car maker Tesla Inc ( TSLA.O ), suggested to Twitter late on Monday that he would change course and honor an April agreement to buy the company for $54.20 a share if Twitter dropped the lawsuit. against him.

The two sides were expected to reach an agreement as early as Wednesday, but negotiations are continuing with a resolution expected to take more time, the source said.

However, Twitter’s legal team has yet to accept the deal, and Chancellor Kathaleen McCormick, the judge at Delaware’s Court of Chancery, said she was preparing for the looming lawsuit.

“The parties have not entered a stipulation to delay this case, nor have either party proposed a stay. I therefore continue to press for our trial to begin on October 17, 2022,” McCormick wrote in a Wednesday court filing.

Musk’s proposal on Monday included a condition that the deal be terminated pending receipt of debt financing. The potential deal would likely remove that condition, said the source, who requested anonymity because the discussions are confidential.

Twitter’s legal team and lawyers for Musk updated the judge on Tuesday with their efforts to overcome mutual distrust and find a process to close the deal.

Two firms interested in partially financing the deal, Apollo Global Management Inc ( APO.N ) and Sixth Street Partners, had ended talks to provide up to $1 billion together, two sources told Reuters.

A lawyer representing a proposed class-action lawsuit against Musk on behalf of Twitter shareholders said in a letter to McCormick that Musk should be required to make a “significant deposit” if he again reneges on his commitment to shut down. He should also be liable for interest that delays the implementation of the agreement, says the letter from lawyer Michael Hanrahan.

It’s not clear what prompted Musk’s legal team to offer to settle, but Musk is scheduled to be deposed Thursday in Austin, Texas. Hearings are expected to be tough, giving Twitter leverage in talks to close the deal.

Twitter shares closed 1.3% lower at $51.30 on Wednesday. The stock hit its highest level on Tuesday since Musk and Twitter agreed in April that he would buy the company for $54.20 per share.

A DISTRACTION

Tesla shares ended down 3.5% on Wednesday as investors worry that Musk may have to sell more shares in the electric car maker to finance the Twitter deal and that Twitter could be a distraction for the entrepreneur.

Musk sold $15.4 billion worth of Tesla shares this year, but analysts said he may need to raise another $2 billion to $3 billion assuming the rest of the financing remains unchanged.

Musk said in July that he walked away from the takeover deal because he discovered that Twitter had allegedly misled him about the amount of fake accounts, among other claims.

Part of Musk’s case was based on allegations by Twitter whistleblower Peiter “Mudge” Zatko that became public in August, and Musk’s legal team on Wednesday rejected the idea that they had inappropriate conversations with Zatko or spoke to him before his concerns became public.

Twitter’s legal team has wanted to investigate whether Alex Spiro, a lawyer from the law firm Quinn Emanuel, who has led the case for Musk, communicated with the whistleblower as early as May.

Twitter lawyers were suspicious that Zatko sent an anonymous May 6 email to Spiro. The sender claimed to be a former Twitter employee, offered information about the company and suggested communicating in other ways.

Spiro said in a court filing Wednesday that he never read the email until Twitter alerted him to it and it appeared to be someone applying for a job. Spiro also said he was not aware of the existence of Zatko’s allegations until they became public on August 23.

Reporting by Tom Hals in Wilmington, Del., and Anirban Sen in New York; Additional reporting by Hyunjoo Jin in San Fransico Editing by Nick Zieminski, Matthew Lewis and Sam Holmes

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