Tesla (TSLA) CEO Elon Musk disclosed that on August 29, his advisors sent a letter to Twitter (TWTR) formally notifying Twitter that he is terminating their merger agreement “for additional bases separate and distinct from those bases set forth” in the July 8 letter to Twitter terminating their merger agreement on that date. “Because the facts described in the August 29 Termination Letter were known to Twitter and withheld from the Reporting Person, and because Twitter has taken the position that the Merger Agreement remains in effect, the Reporting Person sent the August 29 Termination Letter on the basis of the facts described therein,” Musk wrote this morning in a regulatory filing. In the letter to Twitter, Musk wrote, “Allegations regarding certain facts, known to Twitter prior to and as of July 8, 2022, but undisclosed to the Musk Parties prior to and at that time, have since come to light that provide additional and distinct bases to terminate the Merger Agreement. Although the Musk Parties believe this termination notice is not legally necessary to terminate the Merger Agreement because they have already validly terminated it pursuant to the July 8 Termination Notice, the Musk Parties are delivering this additional termination notice in the event that the July 8 Termination Notice is determined to be invalid for any reason.” The letter references the August 23 report from the Washington Post regarding the Twitter whistleblower. The Zatko complaint “alleges far-reaching misconduct at Twitter-all of which was disclosed to Twitter’s directors and senior executives, including Parag Agrawal-that is likely to have severe consequences for Twitter’s business,” wrote Musk to Twitter.
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