This post provides the text of the response filed July 15, 2022, by Elon Musk to the Twitter complaint (discussed on the Forum here). This post is part of the Delaware law series; links to other posts in the series are available here.
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
TWITTER, INC.,
Plaintiff, v.
ELON R. MUSK, X HOLDINGS I, INC., and X HOLDINGS II, INC.,
Defendants.
Defendants’ Opposition To Plaintiff’s Motion To Expedite Proceedings
1. This Court should reject Plaintiff Twitter, Inc.’s (“Twitter”) unjustifiable request to rush this $44 billion merger case to trial in just two months. Twitter’s bid for extreme expedition rests on the false premise that the Termination Date in the merger agreement (“Agreement”) is October 24, glossing over that this date is automatically stayed if either party files litigation. By filing its complaint, Plaintiff has rendered its supposed need for a September trial moot.
2. Nor does the remainder of the Motion To Expedite (“MTE”) remotely justify extreme expedition, instead highlighting the complexity of the case and the impossibility of completing discovery on the timeline proposed. In fact, Twitter has engaged in tactical delay for two months by resisting Defendants’ information requests, causing Defendants “obvious prejudice” through an overly compressed schedule. Juwell Invs. Ltd. v. Carlyle Roundtrip, L.P., C.A. No. 2020-0338-JRS, at
92 (Del. Ch. May 14, 2020) (TRANSCRIPT) (“Amex”). Twitter’s sudden request for warp speed after two months of foot-dragging and obfuscation is its latest tactic to shroud the truth about spam accounts long enough to railroad Defendants into closing.
