Twitter account of Musk deal shows no due diligence

STORY: Twitter shared its own account of its deal negotiations with Elon Musk on Tuesday, after the world’s richest man put his $44-billion buyout of the social media company on hold.

The details were published in Twitter's proxy statement, which outlines what shareholders need to know to vote on the deal.

It shows Musk negotiated the Twitter deal over the weekend of April 23 and 24 without carrying out any due diligence.

And painted a picture of Musk in a rush to clinch a deal with his "best and final" offer.

Since signing the deal on April 25, Musk has questioned the accuracy of Twitter's public filings that say less than 5% of its user base were spam accounts, claiming it was at least 20%.

Twitter has, however, stated in its filings that the number could be higher than its estimate.

Independent researchers have projected that 9% to 15% of the millions of Twitter profiles are bots.

Musk tweeted on Tuesday that Twitter Chief Executive Parag Agrawal has refused to show proof for his company's estimate and that the deal cannot move forward until he does.

Yet Twitter's proxy statement shows that in the run-up to the deal, Musk made no effort to get information about the issue.

"Mr. Musk did not ask to enter into a confidentiality agreement or seek from Twitter any non-public info regarding Twitter," the proxy statement says.

Legal experts have said Musk would likely lose in court if he tried to walk away from the deal.

He is contractually obligated to pay a $1 billion break-up fee if he does not complete the deal.

But Twitter can also sue for "specific performance" to force Musk to complete a deal and obtain a settlement from him as a result.