The ink had barely dried on Elon Musk’s agreement to buy Twitter and take it private when he used his own Twitter account to attack senior Twitter lawyers Vijaya Gadde and Jim Baker. As a result, both Gadde’s and Baker’s mentions were brimming with abuse for much of Tuesday.
To put it mildly, that’s a really frightening harbinger of Musk’s idea of “free speech” if he manages to close on his purchase of Twitter. Yep, I said “if.” That deal is contingent on him being able to raise scads of debt. More than half of the $44 billion purchase price comes from loans: specifically, $13 billion in loans from a syndicate of banks, plus another $12.5 billion in loans against his controlling stake in Tesla. And according to multiple reports, his attacks on Twitter employees, at least on paper, breach the terms of that deal.
Bloomberg's Kurt Wagner noticed this language in the terms of Musk’s offer to buy Twitter.
Musk, Tesla Inc.’s chief executive officer and the world’s richest person, is still allowed to discuss the deal on Twitter, according to the filing. But he has to be nice.
“The equity investor shall be permitted to issue tweets about the merger or the transactions contemplated hereby so long as such tweets do not disparage the company or any of its representatives,” according to the filing.
This clause is in Section 6.8 of the merger agreement, regarding public announcements by Twitter, Musk, and X Holdings, the company Musk created to buy Twitter.
This has since been corroborated by NBC News, who noted that former Twitter CEO Dick Costolo let Musk have it.
It’s unclear what could happen if Musk is found to have breached this part of the agreement. However, as NBC News notes, if Musk were to tear up the deal, he would have to cough up $1 billion. Likewise, if Twitter were to walk away, it would have to pay Musk $1 billion.
Predictably, Fox News claims that bringing up this clause is part of “mainstream media reporters’ latest strategy to smear Elon Musk.” Gee, I thought they were just reporting—and letting us decide.
