top of page
Writer's picturePodSum

The $90 Million Standoff: Inside Elon Musk's Legal Battle Over Twitter's Sale

Updated: Aug 23, 2023


Digital illustration of Scales of Justice symbolically balancing tweets and dollar signs, situated in a corporate boardroom environment. The scene is lit by soft overhead lights, and is depicted in monochrome with striking blue accents, evoking a sense of tension. The scales are centrally focused, drawing the viewer's attention
Watch the video - Elon Sues The Lawyers That Forced Him to Buy Twitter by LegalEagle!

Short summary

Elon Musk is suing the law firm Wachtell, Lipton, Rosen & Katz, claiming they charged Twitter an unjust $90 million "success fee" during the company's $44 billion sale to him. This comes after Musk tried to back out of the sale, calling his offer too high. The disagreement focuses on Wachtell's switch from hourly to a success fee, which Musk argues was exploitative. While Wachtell defends their fees, Musk contends they were improper. Devin from Legal Eagle Services supports Wachtell's fees given the deal's size, but suggests Musk might have benefited from contesting the fee earlier.


Full Summary

📉 Business Drama

Elon Musk is suing Wachtell, Lipton, Rosen & Katz (“Watchell”), the law firm representing Twitter during its $44 billion sale to him. He claims the firm charged Twitter an unjust $90 million "success fee," which he now bears as Twitter's owner.


⚖️ Legal Dealings

The sale involved Musk, intending to take Twitter private, initially offering $54.20 per share. Musk tried to back out, claiming his offer was too high. Wachtell then sued Musk, ensuring the sale proceeded.


💰 Billing Controversy

The dispute lies in Wachtell switching from an hourly to a "success fee" structure towards the sale's conclusion, totaling $90 million. Musk claims this exploitation was not part of any initial agreement.


🕵️ Justification & Argument

Wachtell defended their fees, based on successful deals' value. Musk contends the billing switch was improper and that Twitter's board acted against the company's best interest by accepting this fee.


👥 Shareholders' Interest

The opposing perspective suggests the board executed their fiduciary duty by ensuring Musk bought Twitter at a high share price, maximizing shareholder value. The legal bill did not impact the shareholders' payout, thus Musk's discontent might be because he bore it.


⚖️ Contractual Implications

Musk's claim for unjust enrichment suggests he finds the fee agreement unconscionable. Yet, courts usually find contracts between fairly equal parties unconscionable only in extreme cases.


🔨 Law & Unethical Practices

Devin discusses various cases of unfair practices such as exorbitant loan interest rates and prematurely expiring warranties. He emphasizes on cases that shock the conscience rather than relatively high legal bills resulting from litigation worth billions of dollars.


Sculpture of an eagle dynamically carrying the scales of justice, set against an urban skyline bathed in bright daylight

🦅 Legal Eagle Services

Devin promotes his law firm, the Eagle Team, offering a range of legal services such as car crashes, data breaches, and medical malpractice. They also help in finding appropriate legal representation.


💰 Mergers & Acquisitions

Devin notes Wachtell's reputation for charging significant success fees, defending the $90 million fee given the $44 billion deal.


📜 Contract Disputes

Musk disputes Wachtell's role in the initial negotiation, claiming the legal work wasn't challenging, and other firms could have done the same work cheaper. Devin counters that had Musk upheld his initial agreement, Twitter wouldn't have paid a success fee.


⚖️ Legal Arguments

Musk argues that the $90 million success fee is unenforceable because it lacked "consideration" since the firm had already completed its work.


🔄 Fee Agreement Revision

Devin mentions that any advice Wachtell provided to Twitter before the deal closed could be considered "consideration" for the extra $90 million fee.


🏢 Corporate Sabotage

Musk accuses the outgoing Twitter board of corporate sabotage, alleging they lined their own pockets knowing they were not accountable to Twitter's financial well-being.


📈 Acquisition:

Devin suggests Musk might have been better off contesting the $90 million fees as irregular and refusing to proceed with the sale.


An oil painting of a shifting sand timer, captured in an abstract style.

🍽️ Advertisement:

Devin then advertises Factor, a meal delivery service offering fresh, prepared meals. He concludes with a 50% discount code LEGALEAGLE50 for the first Factor box.


This summary was generated using AI. Please read PodSum's disclaimer for more information.



11 views0 comments

Comments

Rated 0 out of 5 stars.
No ratings yet

Add a rating
bottom of page