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Twitter sues Elon Musk to hold him to $44 billion deal

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  • Twitter lawsuit accuses Elon Musk of contract breach
  • Twitter also accuses Musk of “secretly” accumulating shares in company between January and March without properly disclosing substantial purchases to regulators.
  • Musk did not immediately respond to a request for comment.

WILMINGTON: Twitter Inc has sued Elon Musk for violating his $44 billion deal to buy the social media platform and asked a Delaware court to order the world’s richest person to complete the merger at the agreed $54.20 per Twitter share.

“Musk apparently believes that he – unlike every other party subject to Delaware contract law – is free to change his mind, trash the company, disrupt its operations, destroy stockholder value, and walk away,” said the complaint.

The lawsuit sets in motion what promises to be one of the biggest legal showdowns in Wall Street history, involving one of the business world’s most colorful entrepreneurs in a case that will turn on staid contract language.

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On Friday, Musk said he was terminating the deal because Twitter violated the agreement by failing to respond to requests for information regarding fake or spam accounts on the platform, which is fundamental to its business performance.

Musk, who is the chief executive officer of electric vehicle maker Tesla Inc, did not immediately respond to a request for comment.

The lawsuit accused Musk of “a long list” of violations of the merger agreement that “have cast a pall over Twitter and its business.” It said for the first time that employee attrition has been “on the upswing” since the deal was announced.

Twitter also accused Musk of “secretly” accumulating shares in the company between January and March without properly disclosing his substantial purchases to regulators, and said he “instead kept amassing Twitter stock with the market none the wiser.”

Shares of the social media platform closed at $34.06 on Tuesday, up 4.3%, but sharply below the levels above $50 where it traded when the deal was accepted by Twitter’s board in late April. The stock added another 1% after the bell.

Musk said he was terminating the merger because of the lack of information about spam accounts and inaccurate representations that he said amounted to a “material adverse event.” He also said executive departures amounted to a failure to conduct business in the ordinary course – although Twitter said it removed that language from the merger contract during negotiations.

Twitter also said it did not share more information with Musk regarding spam accounts because it feared he would build a competing platform after abandoning the acquisition.

Twitter called the reasons cited by Musk a “pretext” that lacked merit and said his decision to walk away had more to do with a decline in the stock market, particularly for tech stocks.

Tesla’s stock, the main source of Musk’s fortune, has lost around 30% of its value since the deal was announced and closed on Tuesday at $699.21.

In a separate filing, Twitter asked the court to schedule a four-day trial in mid-September.

In a memo to Twitter staff on Tuesday, Twitter Chief Executive Parag Agrawal sought to reassure employees about the future.

“We will prove our position in court and we believe we will prevail,” he wrote in the note, which was seen by Reuters.

Legal experts have said that from the information that is public Twitter would appear to have the upper hand.

“In its complaint Twitter is taking a strong position that Musk had a case of buyer’s remorse – and that, and not bots, is the reason for his decision to walk away from the deal,” said Brian Quinn, a professor at Boston College Law School. “The facts Twitter presents here make an extremely strong argument in favour of Twitter getting this deal closed.”

Musk is among Twitter’s most-followed accounts and the lawsuit included images of several of his tweets, including a poop emoji, that the company said violated the merger’s “non-disparagement” clause.

Musk tweeted the emoji on May 16 in response to a pair of tweets by Agrawal, explaining the company’s efforts to fight spam accounts.

It also included an image of a text message Musk sent Agrawal after Twitter sought on June 28 reassurances about Musk’s financing for the deal.

“Your lawyers are using these conversations to cause trouble,” Musk texted to Agrawal. “That needs to stop.”

Twitter noted that after Musk said he was terminating the deal, he sent tweets on Monday that Twitter said suggested his requests about spam were part of a plan to force spam data into the public sphere.

“For Musk, it would seem, Twitter, the interests of its stockholders, the transaction Musk agreed to, and the court process to enforce it all constitute an elaborate joke,” the lawsuit said.

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Bitcoin makes its first breach of $94,000.

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As news broke that Donald Trump’s social media company was in negotiations to acquire cryptocurrency trading platform Bakkt (BKKT.N), Bitcoin surged to a record high above $94,000, adding to optimism that the next Trump administration would be cryptocurrency-friendly.

This year, Bitcoin, the largest and most well-known cryptocurrency in the world, has more than doubled in value. Just before the close of the previous session, it reached a record high of $94,078 before closing at $92,104 in Asian hours on Wednesday.

According to the Financial Times, which cited two persons with knowledge, NYSE-owner Intercontinental Exchange (ICE.N) is supporting Trump Media and Technology Group (DJT.O), opens new tab, which runs Truth Social, in its pursuit of an all-stock purchase of Bakkt.

In addition to traders taking advantage of the first day of options trading on the Nasdaq over BlackRock’s Bitcoin ETF (IBIT.O), Tony Sycamore, market analyst at IG, stated that the Trump deal chatter had helped push bitcoin to a record high.

As traders hoped that President-elect Trump’s pledged support for digital assets would result in a less stringent regulatory framework and give bitcoin a boost after a sluggish few months, cryptocurrencies have surged since the U.S. election on November 5.

According to data and analytics aggregator CoinGecko, the global cryptocurrency market is now worth over $3 trillion, a new high, due to the growing excitement.

Australian online broker Pepperstone’s head of research, Chris Weston, stated that there is genuine underlying purchasing pressure on bitcoin and that “another kick higher should bring in a fresh chase from those who like to buy what’s strong.”

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The PTA discloses how many VPNs are registered in Pakistan.

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Speaking at the Senate Standing Committee on IT meeting in Islamabad, which was presided over by Palwasha Khan, was the PTA chief.

The continuous regulation of Virtual Private Networks (VPNs) in Pakistan was the main topic of discussion. The committee called for the next meeting and voiced concerns about the Minister of State for IT’s absence for the third consecutive session.

“We have spent the last two years developing VPN legislation. Uninterrupted internet connection is guaranteed by registered VPNs without sacrificing privacy, according to the PTA chairman.

During the session, Senator Muhammad Humayun criticized the measures, saying, “Shutting down platforms like X (formerly Twitter) is jeopardizing the entire IT industry and impacting the livelihoods of over 2.5 million individuals in Pakistan.”

He opposed laws that would hurt independent contractors and small companies.

Although the PTA promised that registered VPNs would not experience internet outages, committee members wanted to know the exact legal foundation for these regulations. Senator Kamran Murtaza asked for documents that detailed the requirements for registration.

“If VPN services are abruptly halted, there will be a major backlash,” Senator Afnan Ullah said. While pointing out that Pakistan’s IT exports had increased by 20% in the previous year, he emphasised that the sector was still lagging behind India.

Concerns over the viability of the existing VPN whitelist method were voiced by the committee. While IT officials admitted that more than 1 million freelancers in Pakistan rely significantly on VPNs for their business, Senator Humayun pointed out that the laws should be more beneficial than harmful.

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Pakistan declares AI chatbots to be dangers to security.

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The National Computer Emergency Response Team (CERT) has released a security advisory concerning the increasing utilization of artificial intelligence (AI) chatbots, emphasizing potential hazards related to the exposing of private data.

The recommendation recognizes that AI chatbots, like ChatGPT, have gained significant popularity for personal and professional duties owing to their capacity to improve productivity and engagement. Nonetheless, the CERT cautions that these AI systems frequently retain sensitive information, so posing a danger of data breaches.

Engagements with AI chatbots may encompass sensitive information, such as corporate strategy, personal dialogues, or confidential correspondence, which could be compromised if inadequately safeguarded. The warning emphasizes the necessity for a comprehensive cybersecurity framework to alleviate concerns associated with AI chatbot utilization.

Users are advised against inputting critical information into AI chatbots and are encouraged to deactivate any chat-saving functionalities to mitigate the danger of unwanted data access. The CERT additionally advises performing routine system security checks and employing monitoring tools to identify any anomalous behavior from AI chatbots.

Organizations are urged to adopt rigorous security protocols to safeguard against possible data breaches resulting from AI-driven interactions.

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