Twitter says it's committed to enforcing Elon Musk's $44 billion buyout deal even as he appears to hesitate

© Provided by Business Insider Elon Musk. Andrew Kelly/Reuters

• Twitter said on Tuesday it plans to complete its $44 billion merger agreement with Elon Musk.
• This is despite Musk's apparent hesitation in recent days to go ahead with negotiations.
• Both parties had agreed to rules that ensure the deal closes, including a clause that forces a completion.

Twitter said it plans to complete its $44 billion merger agreement with Elon Musk, even as the Tesla CEO appears to dither on the deal.

"Twitter is committed to completing the transaction on the agreed price and terms as promptly as practicable," it said in a Securities and Exchange Commission filing published Tuesday night, referring to Musk's offer to take the company private.

"We intend to close the transaction and enforce the merger agreement," the board also told Bloomberg in a statement. A Twitter spokesperson declined to comment when approached by Insider.

On Tuesday, Musk put the brakes on negotiations, saying the buyout can't proceed unless Twitter CEO Parag Agrawal proved that the platform has fewer than 5% fake accounts. Earlier that day Agrawal had said that "we aren't perfect at catching spam."

Video: Elon Musk's Twitter deal is 'temporarily on hold' (The Independent)

Elon Musk's Twitter deal is 'temporarily on hold'

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Replay Video

• Elon Musk Labels Sexual Misconduct Allegations As 'Utterly Untrue' Elon Musk has called reports of him exposing himself to a member of SpaceX staff as “utterly untrue.” The SpaceX CEO is alleged to have exposed himself to a flight attendant on the company’s corporate jet during a flight to London in 2016. SpaceX reportedly paid the flight attendant $250,000 to settle the allegations. The agreement reportedly included clauses prohibiting the woman from discussing the settlement. Musk responded to the accusations of sexual misconduct on the social media platform Twitter. For the record, those wild accusations are utterly untrue, Elon Musk. Musk also asked for the accuser to describe something not known by the public that would prove their story. The Independent
• Elon Musk's Twitter deal is 'temporarily on hold' The billionaire tweeted on May 13 that his deal to purchase Twitter was "on hold" due to an assessment of how many fake and spam accounts are active on the platform. "Twitter deal temporarily on hold pending details supporting calculation that spam/fake accounts do indeed represent less than 5% of users." Elon Musk, via Twitter. Musk's $44 billion deal to purchase the social media platform has continued to make headlines since it was announced. His tweet on May 13 seemed to indicate that he remains skeptical about the reported number of bot accounts on Twitter. The Independent
• Elon Musk Says He Would Reverse Twitter's Trump Ban Elon Musk Says He Would Reverse , Twitter's Trump Ban.Elon Musk Says He Would Reverse , Twitter's Trump Ban.The Tesla and SpaceX CEO recently struck a $44 billion deal to buy the social media platform.Calling the ban "morally wrong," Musk made the comments at FT Live's Future of the Car Conference.Permanent bans should be extremely rare and really reserved for accounts that are bots, or scam, spam accounts, Elon Musk, via CNBC.I do think it was not correct to ban Donald Trump, Elon Musk, via CNBC.I think that was a mistake, because it alienated a large part of the country and did not ultimately result in Donald Trump not having a voice, Elon Musk, via CNBC.I would reverse the permanent ban, Elon Musk, via CNBC.I don’t own Twitter yet. So this is not like a thing that will definitely happen, because what if I don’t own Twitter?, Elon Musk, via CNBC.Former President Donald Trump was permanently banned from Twitter after the breaching of U.S. Capitol on Jan. 6, 2021.In making the decision, Twitter cited "the risk of further incitement and violence.".Trump's Twitter following once exceeded 80 million.When Trump was asked if he would return to Twitter, he stated that he would not.I will be on Truth Social within the week. It’s on schedule. We have a lot of people signed up. , Former President Donald Trump, via CNBC.We did a lot for Twitter when I was in the White House. I was disappointed by the way I was treated by Twitter. I won’t be going back on Twitter, Former President Donald Trump, via CNBC The Independent

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Musk also suggested a day earlier that he could renegotiate the deal at a lower price, Bloomberg reported. 

In response, Twitter on Tuesday evening published its account of how the deal was negotiated over several weeks with Musk. Twitter suggested that Musk did not make obvious efforts in finding out more about Twitter's business, including the number of spam accounts on its platform, before offering to take Twitter private on April 25.

Twitter and Musk set out terms and conditions last month to ensure that both parties stick to closing the buyout deal, which is expected to end in October. Each side agreed to pay the other party a $1 billion penalty if they don't honor the agreement.

Should negotiations look shaky, Twitter could also enact a "specific performance" clause to force Musk — through a lawsuit — to close the deal if there's already financing in place and all conditions are met.

The company's Tuesday filing raised the prospect that it could sue Musk and obtain a settlement from him, Reuters reported.

Twitter's falling share price suggested that investors were convinced that Musk's current buyout offer might fall through. It closed at $38.32 on Tuesday, almost 30% lower than Musk's offer at $54.20 per share.