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Elon Musk threatens to terminate Twitter deal over ‘spam and fake accounts’ in legal letter | Science & Technology News



Elon Musk is threatening to pull out of a deal to acquire Twitter alleging that the company failed to disclose the number of “spam and fake accounts” on the platform.

The billionaire, who claims to spend less than 5% of his time on a $44 billion takeover, has made a number of comments in recent weeks critical Twitter and its management team.

A letter sent to the US Securities and Exchange Commission on Monday warns that Mr Musk may “termination” of the deal because Twitter is “in apparent material breach” of the acquisition agreement.

Last month, he said the acquisition was temporarily hold because he wanted to confirm the company’s own data that non-human accounts account for less than 5% of users.

He then expressed his support for get a discount on his bid equals the percentage of users who are spam bots.

The letter sent by Mr Musk’s legal team said Twitter had “refused to provide information Mr Musk has repeatedly requested since May 9, 2022 to help him assess spam and fake accounts on the Internet.” corporate foundation”.

“Mr Musk believes the company is actively resisting and obstructing his right to information (and the company’s respective obligations) under the merger agreement,” the letter continued.

“This is a clear and serious breach of Twitter’s obligations under the merger agreement, and Mr. Musk reserves all rights derived therefrom, including the right not to complete the transaction and the right to terminate the merger agreement.” import.”

So the real argument for what?

Mr. Musk has stated that more than 20% of accounts on Twitter are possibly “fake/spam” and said that his offer to buy the company based on Twitter’s own reports was correct.

He criticized Parag Agrawal, Twitter’s chief executive officer, for publicly refusing to “give evidence” that less than 5% of accounts were “fake/spam” and wrote that he was “worried that Twitter is not encourages the reduction of spam, as it reduces awareness. everyday users”.

Mr. Agrawal wrote a 15-post thread disavowing this incentive and explained that Twitter actively tries to reduce spam accounts; suspending over half a million spam accounts per day and locking down millions of accounts per week that can’t pass the human verification challenge.

The CEO did not point out that if Mr Musk received a discount on his bid commensurate with the number of user accounts deemed “fake/spam”, then Mr Musk himself was incentivized to inflate his bid. that number.

Musk responded with a pile of poo emojis and asked, “So how do advertisers know what they’re getting for their money? This is fundamental to Twitter’s financial health.”

Mr Musk suggested that users conduct their own tests to see if they could see if the account was authentic, although Twitter warned that outside observers could not determine whether the account was run. authenticated by humans or automated or as part of a platform manipulation campaign.

In an official blog post, the company said: “We permanently suspend millions of automated or spam monthly accounts and we do this before they reach the eyeballs in the timeline. or search on Twitter.”

But this captures two different types of fake accounts, one of which is bots – fully automated accounts – that are not banned on Twitter, as well as non-authenticated accounts designed to contribute to background manipulation. foundation.

For example, the bot account @pentametron tries to automatically identify and respond to any message written with iambic pentameter without any human intervention. It is a bot but openly is one and not a “fake”.

“The difficult challenge is that many accounts appear to be fake – are actually real people,” Agrawal warned, noting that just because an account has a username and profile picture from the background, Agrawal warned. created by the platform, that does not mean that the account is not run by a real account. People.

“And some of the spam accounts that are actually the most dangerous – and the most harmful to our users – may appear completely legit,” he added.

Read more:
Elon Musk’s pause in Twitter takeover causes a hit

Twitter previously identified and ban more than 23,000 fake accounts operated by real people connected to the Chinese Communist Party as part of a propaganda network.

Mr Musk appears to be using the issue as a way to squeeze down the agreed-upon price for the takeover – with Twitter shares taking a hit amid harsh public rhetoric. .

The company signaled last week that it would not return to the $44 billion price point through a statement filed with the SEC that said: “Twitter is committed to completing the transaction at the agreed price and terms as much as possible. the sooner the better.”

Mr. Musk told a conference in Miami last Monday: “You can’t pay the same price for something much worse than what they claim. The more questions I ask, the more concern I get. My interest increased.

“They claim that they have a complicated methodology that only they can understand… It can’t be some deep-rooted mystery, like, more complex than the human soul or something. that’s similar.”

“Our estimates are based on multiple (repeated) human assessments of thousands of accounts, randomly sampled, consistently over time, from the accounts we calculate,” said Mr Agrawal. to be [daily active users]. We do this quarterly and we’ve been doing this for years.

“Our actual internal estimates for the past four quarters were all below 5% – based on the methodology outlined above. The margin of error on our estimates gives us confidence in our statements. publicly publish it every quarter,” he added.

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The legal letter argues: “As the future owner of Twitter, Mr Musk is expressly entitled to receive the data requested to enable him to prepare for the transformation of Twitter’s business into its property and to facilitate its transactions.

“To do both, he must have a complete and accurate understanding of the core of Twitter’s business model – its active user base,” the letter added.

“In any event, Mr. Musk was not required to explain his reasons for requesting the data, nor was he subject to the new conditions the company attempted to impose on his contractual rights to with the requested data.

“At this point, Mr. Musk believes that Twitter is transparently refusing to comply with its obligations under the merger agreement, which raises further suspicion that the company is withholding the requested data due to concerns.” worried about what Mr. Musk’s analysis of that data will uncover,” it added.

A Twitter spokesperson has been contacted for comment.



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