• by Karlene Lukovitz  @KLmarketdaily, June 9, 2022

In a concession aimed at moving Elon Musk’s acquisition of Twitter forward, Twitter will provide Musk with access to its massive stream of data about more than 500 million tweets posted daily, according to several news reports. 

The reports are based on knowledgeable sources. Neither Musk or Twitter has confirmed, with Twitter instead pointing to a statement it made on Monday that it was continuing to “cooperatively share information with Mr. Musk to consummate the transaction in accordance with the terms of the merger agreement.”

The initial report, by The Washington Post, indicated that Twitter will, possibly as soon as this week, let Musk access its entire ”firehose” of data. About a dozen companies currently pay to access that data, which includes a real-time record of tweets, the devices used to tweet, and information about the accounts used to tweet. Other reports indicate that Twitter will only give Musk partial access. 

In another development, on Wednesday, Vijaya Gadde, Twitter’s head of legal and policy, told Twitter staff in a meeting that a vote on the acquisition will take place by late July or early August, according to Bloomberg sources. 

Gadde reportedly said that Twitter is just waiting for the Securities and Exchange Commission (SEC) to approve its proxy to send it to shareholders. 

The SEC cannot reject Musk’s Twitter deal based on concerns about his possible plans for the company (which are in any case largely unknown), but it can delay the deal if it appears that he failed to be forthcoming in required disclosure forms. The SEC confirmed in late May that it is investigating Musk’s failure to report having acquired a 9.2% stake in Twitter within the timeframe legally required, possibly reaping profits unfairly via the share-price jump following his subsequent takeover offer just 10 days later. 

Since signing an agreement in late April to buy Twitter for $44 billion, Musk has been dragging his feet and threatening to abandon the deal — claiming, without evidence, that Twitter’s estimate of about 5% of its accounts being fakes or bots is a gross underestimate. 

Most recently, on Monday, in a filing with the SEC, Musk’s lawyers shared a letter to Twitter asserting that Twitter had refused to provide the data he claims is needed to evaluate fake accounts, and contending that this provides grounds for Musk to terminate the agreement. 

Musk says he needs the firehose data to assess the scope of fake accounts because of the potential impact on advertising sales and revenue. 

Advertisers have long been aware of and concerned about bots and fake accounts, but some have pointed out that in the absence of third-party data from walled-garden social platforms, they’ve long relied on other methods to gauge the performance of their ads on such platforms. 

It has been widely speculated that Musk is trying to use the fake account data objection to pull out of the deal or reduce the price, and some of his own statements indicate that he believes a lower price may be warranted. 

Since the deal was cut, Twitter’s stock price has fluctuated based on his often-contradictory stream of tweets, but is well below the $54.20 price Musk agreed to pay for the company. The stock price of Musk-owned Tesla has also suffered. 

Musk's agreement does not allow him to bow out of the deal based on a declining business environment, and obligates him to pay Twitter a $1 billion break-up fee if he fails to follow through on the deal. It also contains a "specific performance" clause that could allow a court to force him to complete the deal, and Twitter has insisted it will force the acquisition’s completion if necessary. 

However, the agreement could be challenged if Musk — who according to Twitter, directly declined to engage in due diligence as he rushed to try to close the deal — can demonstrate that Twitter misled him. 

Meanwhile, his delay tactics have put Twitter’s board in a sticky situation, since not just Twitter’s stock, but its employees’ morale, are being impacted. 

Asked by employees in yesterday’s meeting whether they would be able to continue to work from home if Musk acquires Twitter, Gadde reportedly said that the leeway to work at home is not protected in the agreement. Musk has tweeted that he has no intention of allowing work from home.