News

BCLP Partner in ‘The Deal’ and 'CNN' on Musk-Twitter Acquisition

BCLP Partner in ‘The Deal’ and 'CNN' on Musk-Twitter Acquisition

Jul 13, 2022
Download PDFDownload PDF
Print
Share

BCLP Partner Kenneth Henderson was quoted July 13 by The Deal and July 15 by CNN concerning Elon Musk’s proposed Twitter acquisition, which is heading to the Delaware Court of Chancery after Twitter launched legal action seeking to compel Musk to close his $44 billion acquisition. Ken said a renegotiation at a lower price is possible but that a settlement with a "very large payment" to Twitter, beyond the $1 billion breakup fee, was more likely. If the Delaware court ordered Musk to complete the deal and he refused, he could be held in contempt, Ken said. He noted that if Musk refused to comply with a court order to complete the deal, a variety of "sanctions or fines of various types could be imposed.” Ken noted that he didn’t think Musk could invoke MAE (material adverse effect) to walk away from the deal, even if he found there were twice as many Twitter spam accounts, for example, as the company had indicated to him. “That is not some new change or circumstance that would result in MAE for the company,” he said. “That’s not enough for him to get out of the deal.”

Related Practice Areas

  • Securities & Corporate Governance

Meet The Team

This material is not comprehensive, is for informational purposes only, and is not legal advice. Your use or receipt of this material does not create an attorney-client relationship between us. If you require legal advice, you should consult an attorney regarding your particular circumstances. The choice of a lawyer is an important decision and should not be based solely upon advertisements. This material may be “Attorney Advertising” under the ethics and professional rules of certain jurisdictions. For advertising purposes, St. Louis, Missouri, is designated BCLP’s principal office and Kathrine Dixon (kathrine.dixon@bclplaw.com) as the responsible attorney.