Elon Musk has offered to buy Twitter for the initially agreed price of $44bn, in a move that could put an end to one of the most high-profile corporate legal battles in decades, according to three people familiar with the matter.
The Tesla chief sent a letter to Twitter on Monday night offering to go ahead with the deal, less than two weeks before the two parties were set to go to trial in Delaware Chancery Court.
Twitter’s legal team is examining the letter sent by the billionaire entrepreneur, according to people briefed about the matter. It is not a given that the social media company will agree to proceed with the deal without guarantees on timing and certainty of closing, those people added.
An emergency court hearing on the matter is expected to take place as soon as Tuesday afternoon, according to two people familiar with the situation.
A person close to Twitter said the company is concerned that Musk might be offering to proceed with the deal in an effort to delay a trial. Another person close to Twitter said the matter was not yet fully resolved. Musk was due to be deposed later this week.
Shares in Twitter rose about 13 per cent to $48 before being halted after Bloomberg first reported that Musk proposed to proceed with a deal.
The Tesla chief executive initially agreed in April to take over Twitter for $54.20 a share. Just months later, in July, he said he intended to pull out of the deal, citing concerns that the company had misled regulators and investors over the number of fake accounts on its platform.
Twitter sued Musk to complete the deal, arguing that his attempt to back out was motivated by protecting his financial interests during a downturn in tech stocks rather than any valid concerns over account numbers.
A trial was set to begin on October 17. The two parties have issued dozens of subpoenas to investors, bankers and others involved in the deal, and each has accused the other of failing to co-operate in the pre-trial process.
Last month, Musk amended his complaint to include allegations from former Twitter executive Peiter Zatko that the company misled users and regulators about its security practices — claims that were only made public after Musk first announced his intention to pull out, and which the social media company denies.
Musk’s attempt to avoid a protracted legal battle — which has already resulted in the release of his private text messages with well-known tech figures — adds another twist to a deal that has captivated the corporate world.
While most observers believed it would be near-impossible for Musk to back out of the watertight agreement, there was also curiosity as to whether he could get away with it and what that would mean for merger and acquisition contracts more broadly.
Historically it has been extremely difficult for buyers who agree to a deal to be allowed to walk away from it unless there are extraordinary breaches of the merger agreement.
A coterie of Wall Street banks that have signed up to provide $13bn of financing will now likely be facing a difficult path ahead to unload the debt with the sell-off in the leveraged finance market, and may have to fund the deal at least partially themselves.
Twitter did not immediately respond to a request for comment.