from the would-you-stand-up-and-walk-out-on-me? dept.
In a letter to the regulators and to the board of directors at Twitter, Elon Musk has stated that he was entitled to measure just how bad the spam bot situation is at Twitter as part of his due diligence and that the social media platform is thwarting his requests to learn more about its user base.
Twitter's Parag Agrawal and Elon Musk have been going back and forth over the issue of spam and the number of bots the platform has in its daily user base. Sparring over the issue, Musk had earlier stated that the takeover deal is on hold, pending further investigation.
However Musk's letter formalises the dispute that has been going on for weeks, and for the first time, Musk has gone on record to state that he is willing to walk away from the deal, if Twitter interferes with his due diligence.
Elon Musk's lawyer, Mike Ringler, wrote in the letter, "As Twitter's prospective owner, Mr Musk is clearly entitled to the requested data to enable him to prepare for transitioning Twitter's business to his ownership and to facilitate his transaction financing. To do both, he must have a complete and accurate understanding of the very core of Twitter's business model - its active user base."
[...] Several trade analysts and investment experts have stated that this may be a clever ruse deployed by Musk, to get Twitter for far cheaper than his initial offer of $54.20 per share. And given how badly tech stocks, particularly that of Twitter, is operating.
Related Stories
Twitter reportedly will give Musk the full "firehose" of user data he demanded
Twitter now plans to comply with Elon Musk's demand for user data that he says is needed to determine whether the company's spam estimates are accurate, The Washington Post reported Wednesday.
"After a weeks-long impasse, Twitter's board plans to comply with Elon Musk's demands for internal data by offering access to its full 'firehose,' the massive stream of data comprising more than 500 million tweets posted each day, according to a person familiar with the company's thinking, who spoke on the condition of anonymity to describe the state of negotiations," the Post wrote.
Twitter declined comment on the Post report when contacted by Ars today but pointed to its statement from Monday that "Twitter has and will continue to cooperatively share information with Mr. Musk to consummate the transaction in accordance with the terms of the merger agreement."
Whether Twitter has to give all the user data to Musk is under dispute. The Post report comes two days after Musk's legal team sent a letter to Twitter claiming the company violated the merger agreement by refusing to provide the data behind its spam estimates.
Twitter Set to Comply With Elon Musk Demand for Data on Fake Accounts
Twitter set to comply with Elon Musk demand for data on fake accounts:
Elon Musk warned he might walk away from Twitter if it fails to provide the data on spam and fake accounts he seeks.
Twitter is preparing to comply with Elon Musk's demand for data on fake accounts, after the Tesla chief executive threatened to walk away from buying the business if it refused.
The pressure on Twitter to talk publicly about how it monitors and removes spam accounts continues to mount.
Reports from CNN and The Washington Post reveal an 84-page whistleblower complaint alleging that Twitter isn't motivated to track the true number of spam accounts and hid security vulnerabilities from federal regulators.
The complaint comes from Twitter's former security chief, Peiter Zatko. Zatko is a well-known ethical hacker with the alias "Mudge." He told the Post that he "felt ethically bound" to report his serious concerns to government agencies. He alleges that he was fired for pushing disinclined Twitter executives to address major security problems—which his complaint suggests "pose a threat" to Twitter "users' personal information, to company shareholders, to national security, and to democracy."
Zatko alleges that Twitter execs were more invested in covering up those vulnerabilities, including cherry-picking and misrepresenting data on spam accounts and security threats to regulators and Twitter's board members.
Previously:
Judge Orders Twitter to Give Elon Musk Former Executive's Documents
Elon Musk Pulls Deal to Buy Twitter
Twitter Reportedly Will Give Musk the Full "Firehose" of User Data
Elon Musk Accuses Twitter of Thwarting His Due Diligence, Threatens to Walk Out of Deal
Twitter Users React to Elon Musk Putting Buyout Deal 'on Hold'
Musk Buying Twitter Is Not About Freedom of Speech
After Musk's Twitter Takeover, an Open-Source Alternative is 'Exploding'
Elon Musk has just bought Twitter
Elon Musk Isn't Joining Twitter's Board of Directors After All
Elon Musk Will Join Twitter's Board of Directors
(Score: -1, Troll) by unionrep on Wednesday June 08 2022, @07:28AM (15 children)
How can it matter how many fake accounts there are on Twitter, since there is no revenue generating mechanism attached? This is like all those people saying Runaway is good for SoylentNews, forgetting that SN makes no money off of hits, neither advertising, or banning certain accounts. Is Elon just not very bright?
(Score: 3, Informative) by maxwell demon on Wednesday June 08 2022, @07:40AM (9 children)
The number of “users” is what gets told to investors, and which is an import factor for the stock price. This is different from SoylentNews, which certainly does not profit from fake accounts.
The Tao of math: The numbers you can count are not the real numbers.
(Score: 5, Insightful) by Anonymous Coward on Wednesday June 08 2022, @08:12AM (3 children)
The important number is not number of users, it's number of active users that are not bots.
Musk's BS about bots deals with a stupid ass definition that says inactive users are "fake" somehow. There was a tweet of his about "fake followers" being 50% or something because they were trying to measure how many of the accounts didn't tweet anything in last 30 days or whatever or that they don't reply to messages.
Twitter has said that less than 5% of the active accounts in *monetized countries* were bots, so it was not even total active accounts in all countries, just the monetized countries. And this is completely different definition than calling "inactive users are fake" -- they are not even part of what Twitter calls active anyway.
Furthermore, Musk ignored due diligence by refusing to sign NDA about it and simply signed a deal to buy twitter. Then started disparaging the board on Twitter instead, like they care about his ravings there. He signed a deal, like you sign a definitive deal to buy a house and put a deposit down. If you back out, the owner does not have to return you the money. Must can back out, but it will cost him a $1B in cash, which is probably more money than he would spend in a lifetime himself. But whatever. The man is clearly not without faults. He's just another example why getting rich is mostly luck. There are plenty of smart and motivated individuals, but he's the one that got lucky. I guess the only lucky part for the rest of us is that he was the one not to just sit on his money but actually invest it in things that drive change -- SpaceX would be #1 example and Tesla #2.
Anyway, he should delete his Twitter and start concentrating on SpaceX. Twitter already cost him $20m in SEC fees and now probably 50x that or more. Another example where "social media" is just BS distraction. People spend too much time on it for their reactions, like crack pipe hits. Not healthy.
(Score: 1) by khallow on Wednesday June 08 2022, @12:30PM
Why is refusing to sign an NDA a sign of ignoring due diligence rather than the opposite?
Except, of course, when they do have to return you the money. There are plenty of such standard pretexts for legitimately backing out of a contract such as bad faith, fraud, and misrepresentation - some combination of that might apply here. Musk will have to show that, but it's far from impossible to do so.
In summary, "definitive deal" doesn't mean that Musk has stuck his foot in a steel trap that can never be pried loose no matter how heinously Twitter has acted.
(Score: 3, Insightful) by Booga1 on Wednesday June 08 2022, @11:53PM (1 child)
Sites that force people to sign up for an account just to view the site will naturally generate lots of dead accounts. People will sign up for an account, view what they wanted, then never log in again. Those users were real, but they just don't care about the site. On one hand, they're definitely not fake. On the other hand, they're almost the same since there's nothing particularly valuable to them.
It might be a bit of a semantics game, but Twitter does need to come clean about how many accounts are actual people. Those are what advertisers are interested in, and guess who pays the bills.
(Score: 0) by Anonymous Coward on Thursday June 09 2022, @12:38AM
That's much different than "bots." You're describing "active" and "inactive" accounts, and I'd be surprised if those numbers aren't already reported. Bots look like active accounts, but aren't real users.
(Score: -1, Offtopic) by Anonymous Coward on Wednesday June 08 2022, @08:45AM (4 children)
But aristarchus is very active, just cannot do journals, or mod down deplorables, and yet he is not a fake account, just a perma-banned account. Does that figure into Musk's calculations of the monetary value of SoylentNews? Are some of our admins contemplating a sale, a sort of a BuckFeta move?
(Score: 5, Informative) by janrinok on Wednesday June 08 2022, @01:44PM (3 children)
Perhaps you could - if you just stuck to one account and played by the same rules. But you don't do you?
You complain about other users' alleged sock puppets (which don't exist) without producing a shred of evidence, but we have removed a dozen or more of your accounts over the last few weeks. You are not being targetted by sock puppets - just normal people who can now see you for the troll that you are. You are simply unwelcome and unwanted here.
Why do you never tell people about that in your rants to disrupt other people's discussions of which this is another good example?
(Score: -1, Troll) by Anonymous Coward on Thursday June 09 2022, @01:12AM (1 child)
Who are you talking to, jan? Is this why SN is not growing, every new account is guilty of being Ari? No wonder there is no longer any interesting discussion to be had here.
(Score: 2) by janrinok on Thursday June 09 2022, @02:43PM
Yet still you stay. The fact that YOU can't find any interesting discussions suggests that you are in the wrong place, not the rest of us.
(Score: 1) by khallow on Thursday June 09 2022, @12:20PM
(Score: 2) by Gaaark on Wednesday June 08 2022, @10:34AM (1 child)
Nah... he's just getting negotiating advice from Trump!
--- Please remind me if I haven't been civil to you: I'm channeling MDC. ---Gaaark 2.0 ---
(Score: 0) by Anonymous Coward on Wednesday June 08 2022, @01:19PM
Nah... he's just getting negotiating advice from Trump!
To buy Truth Social.
(Score: 0) by Anonymous Coward on Wednesday June 08 2022, @10:41AM (1 child)
These companies aren't valued based on their immediate revenue, they're valued based on the number of serfs they manage to bind to them.
(Score: 0) by Anonymous Coward on Wednesday June 08 2022, @03:23PM
> These companies aren't valued based on their immediate revenue,
Or in other words, they have no value in any traditional sense. Investors beware, nonstandard valuation often is the first step in a Ponzi scheme or other fraud.
(Score: 2) by richtopia on Wednesday June 08 2022, @03:02PM
There is no direct mechanism, but advertisers operate on the network, and Elon intends to monetize their behavior further. The best analogue would be television programming: you don't click on a commercial, but advertisers will pay you based on the number of eyeballs. TV has a similar estimation problem which is why Nielsen Ratings exist.
I thought the interview with Elon on the All in Podcast was pretty good and it covered this topic well: https://www.youtube.com/watch?v=CnxzrX9tNoc [youtube.com]
(Score: 4, Insightful) by Anonymous Coward on Wednesday June 08 2022, @08:00AM (18 children)
And now he's trying to weazel out of it.
(Score: 1, Insightful) by Anonymous Coward on Wednesday June 08 2022, @08:01AM (11 children)
So they get the $1 billion breakup fee. What's the problem?
(Score: 3, Insightful) by Anonymous Coward on Wednesday June 08 2022, @08:18AM (6 children)
You can also say, it's a $1,000,000,000 problem. How ever you cut it, it's not a small problem. You then also have lawsuits against Musk claiming this was pump-and-dump, so there are additional things. There could also be SEC involved since he acquired more shares than he could before stating so publicly.
Many problems. And worse, these are useless distractions.
(Score: 2) by Thexalon on Wednesday June 08 2022, @11:09AM (3 children)
Losing $1 billion to Elon Musk is approximately like my car getting hit by an uninsured driver costing me $1000: It sucks, but it's not unmanageable and definitely not unrecoverable. And in any event, it's a sunk cost, what matters is the other $43 billion of what he said he was going to pay for it.
But yes, it sure looks to me like he's regretting his decision, and not only trying to work his way out of it but also somehow make it Twitter's fault. Dude, you should have thought about doing your due diligence before you signed the contract, not after. Haven't you ever heard of "caveat emptor"?
The only thing that stops a bad guy with a compiler is a good guy with a compiler.
(Score: 3, Interesting) by PiMuNu on Wednesday June 08 2022, @11:51AM (2 children)
> Dude, you should have thought about doing your due diligence before you signed the contract,
My understanding is that Twitter's annual report is a legal document, on which shareholders are supposed to base their valuation. That's the whole point. Twitter is responsible to do due diligence on things reported in its annual report, which it would seem they have not done.
(Score: 2) by DeathMonkey on Wednesday June 08 2022, @03:53PM (1 child)
Which they have allegedly not done...
What I found interesting last time this subject came was that when I tried to find the user numbers for Twitter they no published them but had changed to a "monetizable user" metric. This they do publish on their shareholder report (where they have those legal due diligence requirements) and presumably the methodology is also published.
So there is a published metric that is probably even more investor-suited than a humans vs bots number 'cause if the bots are paying the bills who gives a fuck?
(Score: 2) by PiMuNu on Wednesday June 08 2022, @05:09PM
Good point. And, presumably, in the end it will end up in court to decide, because $1B is more than any court fees by couple of orders of magnitude.
(Score: 0) by Anonymous Coward on Wednesday June 08 2022, @11:13AM
There is enough cash on the table to to make it worth asking a lawyer if there is a cheaper way to back out.
But in this case, perhaps the lawyer found more than just an excuse.
Instead of all this diversion, I want to see starship's booster on stage zero and fueled for landing, picked up by the chopsticks and moved to the landing point, then lifted off and set back down by the landing engines. Seems like a reasonable Texas test in line with the original launch permits.
(Score: 2) by srobert on Wednesday June 08 2022, @04:02PM
I heard that the SEC could fine Musk as much as $100,000. That'll learn him.
(Score: 5, Insightful) by looorg on Wednesday June 08 2022, @11:24AM (3 children)
It probably isn't a problem for Musk, millions here to there or whatever. But it will probably be a massive problem for Twitter. After all if Musk backs out cause Twitter can't even answer how many actual users they have or how large the problem with robo/spam/fake-users/accounts are then the company is probably in deep shit. As the number is or has to be a lot larger then they have previously claimed that it was. Nobody wants to pay for a spam platform with fake followers that are just circle-jerking each other. Cause Spambots (or whatever) can't be monetized as they don't tend to buy anything.
(Score: 2, Insightful) by Anonymous Coward on Wednesday June 08 2022, @12:17PM (2 children)
Is there any evidence for this other than Musk's allegations and people's "gut feelings"? It sounds like nobody has even defined what a "bot account" even is or how you determine that.
(Score: 2) by looorg on Wednesday June 08 2022, @02:34PM (1 child)
As far as I know they have never publicly refuted Musks claims that the amount of fake users given was based on an estimate with an extremely small sample size of users. So it might be correct and true but it would seem highly unlikely and doubtful. So from that it's assumed to be a lot higher then the figure given and I gather that to be Musks claim and he wants to know. After all if it's a lot higher then given it would spell gloom and doom for Twitter (and the price/value of the company).
(Score: 1, Insightful) by Anonymous Coward on Thursday June 09 2022, @05:37AM
Twitter is being very careful in what they say because they know Musk is looking for every excuse to do whatever he wants. They don't want to say anything publicly that violates their agreement with Musk because that gives him another excuse to claim a material breach. Musk was an idiot that waived his due diligence contingency so a material breach on Twitter's part is basically the only move he has. Twitter may be stupid in a lot of ways, but they are not going to just hand him an escape hatch on a silver platter. From their point of view, they can clean up the PR again once Musk pays up or when they don't have to deal with him throwing random bombs in court.
(Score: 5, Funny) by WeekendMonkey on Wednesday June 08 2022, @12:29PM (1 child)
Is this just the billionaire equivalent of bidding for stuff on eBay while drunk?
(Score: 2) by TheGratefulNet on Wednesday June 08 2022, @10:28PM
he actually DID order 1 ton of creamed corn from alexa.
the monkey's on his back.
give him a break. its hard being giga-rich. they're not like you and me.
"It is now safe to switch off your computer."
(Score: 1) by pTamok on Wednesday June 08 2022, @02:32PM
He's trying to weazel, no weezl, no ouisul, no weesel, whizl?, wheezel?, wesull? Can anyone help me out here? OK, "Back out of the deal by using convoluted legal negotiating tactics". I'll go with that.
Mustelids everywhere are glad that a common slur has been avoided.
Yes, I'm procrastinating. How can you tell?
(Score: 2) by TheGratefulNet on Wednesday June 08 2022, @10:23PM (2 children)
100% this.
I have less than zero love for this character, and when you act like you walk on water, excuse me when I laugh when the splash ultimately happens.
as a tesla owner (who cant wait to get rid of it when the warranty ends; or just before!), I've had enough of elon and his BS.
and: why was this EVER about 'valid users' on a social media forum? it was never about that. everyone here knows that. media does not want to call him out as the pussy he really is. without all his billions, he'd be just another sorry asshole in the world. just one who got very lucky and had (at best) above average talent.
"It is now safe to switch off your computer."
(Score: 0) by Anonymous Coward on Thursday June 09 2022, @04:50AM (1 child)
So much anger
(Score: 0) by Anonymous Coward on Thursday June 09 2022, @08:02AM
It’s fun to watch a hero of the left becoming the target of 15 minute hate sessions after he publicly renounced the Party.
(Score: 4, Touché) by ikanreed on Wednesday June 08 2022, @03:42PM (5 children)
*Signed a contract that explicitly waives due dilligance*
This man puts less effort into multibillion dollar contracts than you and I are expected to for installing a word processor
(Score: 0) by Anonymous Coward on Wednesday June 08 2022, @07:19PM (4 children)
Twits: "We have a valuation! Because we're valuable! Look at our size! Look at our userbase! Can you smell the value?"
Elon: "Hmmm, yeah, but I think I could do better. Maybe I'll grab onto some."
T: "No, wait ... uh, wanna have dinner? But no more grabby-grabby."
E: "Yyyyyenope. I think we could just get hitched. Here's the dowry I have on the table, let's open that kimono and see what's up."
T: "You can't do that!"
E: "This money says I can. Let's see the goodies, and compare them to these public statements."
T: "OK, fiiiiine. See? Not wearing falsies! Really, I'm not."
E: "No? ... what about this padding sewn into the lining? Hey, folks, looks like Twitter is not a DD cup after all. What's that? B? A? Come over here, get a measuring tape."
T: "No, I'm a DD! I swear! Stop looking!"
E: "Yyyyeeenope. Buy the ticket, take the ride. You've been fronting so long it's time to call the bluff. Maybe you're not worth as much as you said..."
This is what happens when one gets to talk mergers; pertinent claims get challenged. One could see this coming a mile off, the moment that he challenged their narrative. We all knew (well, those of us with any experience) that he was going to lift those large, flat rocks and see what creepy-crawlies were slithering beneath.
(Score: 2) by Mykl on Wednesday June 08 2022, @10:23PM (2 children)
Are we still talking about the alleged DD cups?
(Score: 2) by TheGratefulNet on Wednesday June 08 2022, @10:26PM (1 child)
soylent is not your personal erotica site.
"It is now safe to switch off your computer."
(Score: 0) by Anonymous Coward on Thursday June 09 2022, @01:30AM
Revenue stream solved.
Soylyfans! For sophisticated tastes only.
You're welcome, janrinok.
(Score: 0) by Anonymous Coward on Thursday June 09 2022, @08:30PM
The problem is that you just described due diligence.
(Score: 3, Interesting) by Phoenix666 on Wednesday June 08 2022, @07:36PM (1 child)
Occasionally I listen to Scott Adams's podcast. His take on this matter was that Elon Musk is negotiating in public. By challenging Twitter to prove their users aren't bots, he's driving the price down. If Twitter complies and the number of bots is substantial, then Elon gets the company cheaper. If they refuse and Elon backs out of the deal, then Twitter gets buried in investor lawsuits and dies squealing on the courthouse steps. So for Twitter this is lose-lose, and for Elon it's win-win.
I don't agree with Scott Adams much, but this sounded plausible to me.
Washington DC delenda est.
(Score: 0) by Anonymous Coward on Thursday June 09 2022, @05:54AM
The real problem with that is Musk only gets out of this and keeps his money if he can point to a material breach by Twitter in court before the deal closes. Twitter doesn't have to renegotiate with him for cheaper because Musk is the one on the hook with the shot clock ticking down. They also wouldn't be liable for breaching their fiduciary duty to shareholders due to a third-party's breach of contract. Twitter has all the real power here. It is common for people to mistake volume for strength, but often the silent combatant free of bravado is the one with the real strength.
(Score: 0) by Anonymous Coward on Thursday June 09 2022, @01:51PM (2 children)
Twitter is not rocket science; it's a microblogging platform. Could not 1 billion dollars alone, be enough to come up with an equally competitive venture?
I don't use twitter, and very rarely will I ever browse the platform, much less care what anyone has to say on it.
I can't for the life of me understand why the wealthiest man in the world would want to buy a microblogging service that is over 10 years old, full of bots, spam, psyop accounts, etc,. etc,.
The only value twitter has, is that it is twitter. It's what people know, it's what they are used to, and they are unlikely to give it up for something new, unless a certain amount of other people have given it up for something new. You could literally probably devise a formula for what the tipping point of a social media mass exodus is. Now that would be interesting to know. I'm sure the genius of Musk could figure that out, right?
I mean the guy, for probably less than 5 million dollars, could start his own microblogging platform called, "nuke mars," and he'd have a million people sign up within the first week, probably tens of millions. People grovel over the guy so damn much...
(Score: 2, Interesting) by Anonymous Coward on Thursday June 09 2022, @02:01PM (1 child)
OP here. I'm just reading some of the comments. I'd just like to say, I have no problem with Musk and his wealth. That doesn't bother me a bit that he is that wealthy. My only problem with him is that he is a sub-genius, and that people believe he actually is a genius.
I do believe he is quite intelligent, and perhaps a genius, 'business man,' perhaps. But, I certainly am tired of living in a world, where the business man is our hero. Carl Sagan turned his appreciation for the Cosmos into literal, actually, epic poetry for the masses, and gave a vision of beauty and inspiration to millions.
Einstein showed us, and even surprised himself, with the fact, the universe is a very strange place and that gravity does weird things.
People like these, are REAL geniuses. They elucidate for us, mysteries of the universe, and give us a grander vision of existence itself. They increase the novelty of our very existence.
And what does Musk do? Well, he shoots electric cars into space. I just don't equate genius with an act, analogous to pissing on a fire hydrant... The same way I don't consider Steve Jobs a genius, or Bill Gates, or Jeff Bezos. These men were all very good at amassing wealth; but, beyond that, I can't give them credit for much, except for being genius at exploitation...
(Score: 2) by corey on Friday June 10 2022, @03:28AM
I quite agree with what you say. And thanks for posting it.
The same can be said for sports stars . Idolised by people. The same recognition and respect never seems to flow to great scientists, artists and engineers who have either a gift or expended endless hard work to achieve something great for humanity.
When I hear the shit on those tv shows like American/Australian Idol, the quality is way down there. I respect those small time bands who have spent every weekend doing gigs in local corner pubs and half empty joints who have actual talent via spending years learning to play instruments (I’ve tried and I suck). But the TV one timers get all the love and recognition and money.